Marqeta CAO gets 48K shares on award vesting
Marqeta’s Chief Administrative Officer had equity awards vest into shares, with a portion withheld at $16.17 per share to cover taxes and no open‑market sales reported.
Rhea-AI Filing Summary
Marqeta, Inc. (MQ) reported that Chief Administrative Officer and Corporate Secretary Crystal Sumner had multiple equity awards vest and convert into Class A Common Stock on September 1, 2026. A total of 48,388 shares were acquired through the conversion of restricted stock units and performance stock units, with 27,550 shares withheld at $16.17 per share to satisfy tax withholding and remittance obligations, which the company states were not market transactions. The company notes that these transactions are exempt from Section 16(b) of the Securities Exchange Act under specified rules, and no Rule 10b5-1 trading plan is reported.
Positive
- None.
Negative
- None.
Insider Trade Summary
48,388 shares exercised/converted
Exercise
24 txns
Insider
Sumner Crystal
Role
See Remarks
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units F7, F1, F8 | 6,829 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F7, F1, F9 | 9,214 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F7, F1, F10 | 9,760 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F7, F1, F11 | 14,453 | $0.00 | $0.00 |
| Exercise | Performance Stock Units (Gross Profit) F7, F1, F12, F13 | 2,764 | $0.00 | $0.00 |
| Exercise | Performance Stock Units (Adjusted EBITDA) F7, F1, F12, F14 | 1,185 | $0.00 | $0.00 |
| Exercise | Performance Stock Units (Gross Profit) F7, F1, F15, F13 | 2,928 | $0.00 | $0.00 |
| Exercise | Performance Stock Units (Adjusted EBITDA) F7, F1, F15, F14 | 1,255 | $0.00 | $0.00 |
| Exercise | Class A Common Stock F1 | 6,829 | $0.00 | $0.00 |
| Tax Withholding | Class A Common Stock F2 | 3,747 | $16.17 | $61K |
| Exercise | Class A Common Stock F1 | 9,214 | $0.00 | $0.00 |
| Tax Withholding | Class A Common Stock F2 | 5,055 | $16.17 | $82K |
| Exercise | Class A Common Stock F1 | 9,760 | $0.00 | $0.00 |
| Tax Withholding | Class A Common Stock F2 | 5,354 | $16.17 | $87K |
| Exercise | Class A Common Stock F1 | 14,453 | $0.00 | $0.00 |
| Tax Withholding | Class A Common Stock F2 | 7,929 | $16.17 | $128K |
| Exercise | Class A Common Stock F1, F3 | 2,731 | $0.00 | $0.00 |
| Tax Withholding | Class A Common Stock F2 | 1,499 | $16.17 | $24K |
| Exercise | Class A Common Stock F1, F4 | 1,530 | $0.00 | $0.00 |
| Tax Withholding | Class A Common Stock F2 | 840 | $16.17 | $14K |
| Exercise | Class A Common Stock F1, F5 | 3,187 | $0.00 | $0.00 |
| Tax Withholding | Class A Common Stock F2 | 1,749 | $16.17 | $28K |
| Exercise | Class A Common Stock F1, F6 | 2,510 | $0.00 | $0.00 |
| Tax Withholding | Class A Common Stock F2 | 1,377 | $16.17 | $22K |
Holdings After Transaction:
Restricted Stock Units — 235,183 contracts (Direct);
Performance Stock Units (Gross Profit) — 58,233 contracts (Direct);
Performance Stock Units (Adjusted EBITDA) — 24,956 contracts (Direct);
Class A Common Stock — 170,145 shares (Direct)
Footnotes (15)
- F1. Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act.
- F2. Represents shares that have been withheld by the Issuer to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units and not a market transaction. Transaction exempt from Section 16(b) of the Act pursuant to Rule 16b-3(e) promulgated under the Act.
- F3. Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024, and includes 33 fewer shares acquired for performance at less than 100%.
- F4. Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024, and includes 345 additional shares acquired for performance at more than 100%
- F5. Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2025, and includes 259 additional shares acquired for performance at more than 100%
- F6. Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2025, and includes 1,255 additional shares acquired for performance at more than 100%
- F7. Each restricted stock unit is convertible into one share of Class A Common Stock.
- F8. One-fourth (1/4th) of the restricted stock units vested on March 1, 2024, and one-sixteenth (1/16th) of the restricted stock units vest on each June 1, September 1, December 1, and March 1 thereafter until fully vested, subject to the Reporting Person's continued service with the Issuer as of each vesting date.
- F9. One-twelfth (1/12th) of the restricted stock units vested on June 1, 2024, and one-twelfth (1/12th) of the restricted stock units vest on each September 1, December 1, March 1 and June 1 thereafter until fully vested, subject to the Reporting Person's continued service with the Issuer as of each vesting date.
- F10. One-twelfth (1/12th) of the restricted stock units vested on June 1, 2025 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.
- F11. One-twelfth (1/12th) of the restricted stock units vested 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.
- F12. Represents the disposition of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024.
- F13. 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 profit 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 target number of shares would vest.
- F14. Represents the number of shares which may be issued at target under the PSU over a period of time following achievement of certain 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 target number of shares would vest.
- F15. Represents the disposition of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2025.
Key Figures
Shares acquired from RSU and PSU vesting: 48,388 shares
Shares withheld for taxes: 27,550 shares
Tax withholding share price: $16.17 per share
+4 more
7 metrics
Shares acquired from RSU and PSU vesting
48,388 shares
Total derivative exercises and conversions reported for September 1, 2026
Shares withheld for taxes
27,550 shares
Shares delivered or withheld to satisfy tax withholding and remittance obligations
Tax withholding share price
$16.17 per share
Value applied to shares withheld for tax obligations
Number of acquisition transactions
8 transactions
Award-related acquisitions of Class A Common Stock on September 1, 2026
Number of disposition transactions
16 transactions
Award- and tax-related dispositions recorded on September 1, 2026
Derivative transactions
8 transactions
Conversions of restricted stock units and performance stock units into Class A shares
Section 16(b) exemptions cited
2 rules
Transactions referenced as exempt under Rule 16b-6(b) and Rule 16b-3(e)
Key Terms
Section 16(b) of the Securities Exchange Act of 1934, Rule 16b-6(b), Rule 16b-3(e), performance stock unit, +1 more
5 terms
Section 16(b) of the Securities Exchange Act of 1934 regulatory
"Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934"
Rule 16b-6(b) regulatory
"pursuant to Rule 16b-6(b) promulgated under the Act"
Rule 16b-3(e) regulatory
"Transaction exempt from Section 16(b) of the Act pursuant to Rule 16b-3(e)"
performance stock unit financial
"Represents the number of shares which may be issued at target under the performance stock unit"
A performance stock unit is a type of reward companies give to employees, usually managers, that depends on how well the company performs over time. If the company hits specific goals, the employee earns shares of stock, like earning a prize for reaching certain levels in a game. It motivates employees to work hard because their rewards are tied to the company's success.
adjusted EBITDA financial
"following achievement of certain adjusted EBITDA targets as set forth in the PSU agreement"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
FAQ
What equity transactions did Marqeta (MQ) report for Crystal Sumner on September 1, 2026?
Marqeta reported that Crystal Sumner had restricted stock units and performance stock units convert into 48,388 shares of Class A Common Stock on September 1, 2026, as various time-based and performance-based vesting conditions were determined to have been met.
Were any of Crystal Sumner’s Marqeta (MQ) transactions open-market sales?
No open-market sales are reported. The dispositions described are shares delivered or withheld to satisfy tax withholding obligations and performance award mechanics, which the company specifies are not market transactions and are exempt from Section 16(b) under applicable SEC rules.
What types of awards vested for Crystal Sumner at Marqeta (MQ)?
The filing describes vesting and conversion of restricted stock units and performance stock units tied to gross profit and adjusted EBITDA targets. The board determined that performance conditions for grants made on March 15, 2024 and March 15, 2025 had been met, leading to share issuances and related dispositions.
Did Marqeta (MQ) indicate use of a Rule 10b5-1 trading plan for these Form 4 transactions?
No. The Form 4 indicates that no Rule 10b5-1 trading plan is reported in connection with these transactions, which consist of award vesting, performance-based settling of units, and tax withholding dispositions.
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