Marqeta (MQ) awards large RSU and performance stock unit grants to CRO

Rhea-AI Filing Summary

Pollak Todd reported acquisition or exercise transactions in this Form 4 filing.

Marqeta, Inc. reported that Chief Revenue Officer Todd Pollak received new equity awards in the form of restricted stock units and performance stock units tied to Class A Common Stock. He was granted 693,756 restricted stock units, each convertible into one share, which begin vesting on June 1, 2026. One-twelfth of these units vest on that date, with additional vesting in equal quarterly installments on September 1, December 1, March 1, and June 1 thereafter, subject to his continued service.

Pollak was also granted 297,324 performance stock units under a “Rule of 40” structure, each convertible into one share at target performance. These PSUs may vest over time based on gross profit and adjusted EBITDA targets in the award agreement, contingent on continued service. At maximum achievement, up to 200% of the target PSU shares would vest.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Pollak Todd

(Last) (First) (Middle)

180 GRAND AVENUE

6TH FLOOR

(Street)

OAKLAND CALIFORNIA 94612

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Marqeta, Inc. [ MQ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Revenue Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	03/16/2026		A		693,756		(2)	(2)	Class A Common Stock	693,756	$0	693,756	D
Performance Stock Units (Rule of 40)	(3)	03/16/2026		A		297,324		(4)	(4)	Class A Common Stock	297,324	$0	297,324	D

Explanation of Responses:

1. Each restricted stock unit is convertible into one share of Class A Common Stock.

2. One-twelfth (1/12th) of the restricted stock units vest on June 1, 2026 and one-twelfth (1/12th) of the remaining restricted stock units vest quarterly on each September 1, December 1, March 1, and June 1 thereafter until fully vested, subject to the Reporting Person's continued service to the Issuer as of each vesting date.

3. Each performance stock unit is convertible into one share of Class A Common Stock.

4. Represents the number of shares which may be issued at target under the performance stock unit ("PSU") over a period of time following achievement of certain gross profit and adjusted EBITDA targets as set forth in the PSU agreement, subject to the Reporting Person's continued service to the Issuer as of each vesting date. At maximum achievement, 200% of the shares would vest.

Remarks:

	/s/ Tracy Foard, Attorney-in-Fact	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What equity awards did Marqeta (MQ) grant to its Chief Revenue Officer?

Marqeta granted Chief Revenue Officer Todd Pollak restricted stock units and performance stock units linked to Class A Common Stock. The filing reports 693,756 RSUs and 297,324 PSUs at target performance as part of his equity compensation package.

How do Todd Pollak’s new restricted stock units at Marqeta (MQ) vest?

The 693,756 restricted stock units start vesting on June 1, 2026. One-twelfth vests on that date, and one-twelfth of the remaining units vests quarterly on September 1, December 1, March 1, and June 1, subject to continued service.

What are the performance conditions for Marqeta (MQ) performance stock units granted to Todd Pollak?

The 297,324 performance stock units may be earned based on specified gross profit and adjusted EBITDA targets in the PSU agreement. Vesting occurs over time following achievement of these targets and requires Pollak’s continued service on each vesting date.

What is the maximum upside on the performance stock units granted by Marqeta (MQ)?

At maximum achievement of the performance goals, up to 200% of the target PSU shares would vest. This means the number of shares delivered under the performance stock units could double if the specified financial targets are fully met.

Are Todd Pollak’s new Marqeta (MQ) equity awards immediately convertible into common stock?

Each restricted stock unit and performance stock unit is convertible into one share of Class A Common Stock, but conversion depends on vesting. RSUs vest on a time-based schedule, while PSUs vest only after achieving defined gross profit and adjusted EBITDA performance targets.

Do the new Marqeta (MQ) equity grants to Todd Pollak involve open-market stock purchases or sales?

No. The filing characterizes both transactions as grants or awards of derivative securities with a reported price of $0.00 per unit. They represent compensation-related acquisitions, not open-market stock purchases or sales.