Jason Gardner (Marqeta, Inc. – MQ) discloses 11,999,943-share stake and 11.51% ownership

Rhea-AI Filing Summary

Jason Gardner reports beneficial ownership of 11,999,943 shares of Marqeta, Inc. Class A Common Stock (on an as-converted basis), following a 1-for-4 reverse stock split effective June 30, 2026. This represents 11.51% of the Class A Common Stock, based on 95,915,584 shares outstanding.

The holdings include shares in living trusts and 2025 GRATs associated with Gardner and his spouse, plus 609,631 shares subject to stock options exercisable within 60 days of June 30, 2026. He has sole voting and dispositive power over 609,631 shares and shared power over 9,396,980 shares. Certain children’s trusts totaling 1,993,332 shares are included for completeness but disclaimed for beneficial ownership.

Key Figures

Beneficially owned shares: 11,999,943 shares Ownership percentage: 11.51% Shares outstanding: 95,915,584 shares +5 more

8 metrics

Beneficially owned shares 11,999,943 shares Total beneficial ownership after 1-for-4 reverse stock split

Ownership percentage 11.51% Percent of Class A Common Stock based on 95,915,584 shares outstanding as of June 30, 2026

Shares outstanding 95,915,584 shares Class A Common Stock outstanding as of June 30, 2026

Reverse stock split ratio 1-for-4 Reverse stock split effective on June 30, 2026

Option shares 609,631 shares Class B Common Stock underlying options exercisable within 60 days of June 30, 2026

Shared voting power 9,396,980 shares Shares over which Gardner has shared power to vote and dispose

Children’s trusts shares 1,993,332 shares 73,332 Class A and 1,920,000 Class B shares disclaimed but included for completeness

Ownership if all Class B convert 11.46% Ownership percentage assuming conversion of all outstanding Class B shares

Key Terms

beneficially owned, reverse stock split, dispositive power, GRAT, +1 more

5 terms

beneficially owned financial

"Amount beneficially owned: The shares beneficially owned and percentage of beneficial ownership reported"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

reverse stock split financial

"reflect the effect of the 1-for-4 reverse stock split that became effective on June 30, 2026"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

dispositive power financial

"Sole Dispositive Power 609,631.00 6 | Shared Dispositive Power 9,396,980.00"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

GRAT financial

"Jason Gardner 2025 GRAT dated May 14, 2025 for which Mr. Gardner is trustee"

Class B Common Stock financial

"shares of Class B Common Stock held by the Gardner 2008 Living Trust dated March 22, 2008"

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 07/17/2026 - 04:46 PM Accepted by SEC EDGAR 07/17/2026 - 04:46 PM Learn about SEC filing dates

FAQ

How many Marqeta (MQ) shares does Jason Gardner beneficially own in this Schedule 13G/A?

Jason Gardner reports beneficial ownership of 11,999,943 shares of Marqeta Class A Common Stock on an as-converted basis. This total reflects the impact of the 1-for-4 reverse stock split effective June 30, 2026 and includes trust and option holdings detailed in the filing.

What percentage of Marqeta (MQ) does Jason Gardner hold according to this amendment?

Jason Gardner’s beneficial ownership is reported as 11.51% of Marqeta’s Class A Common Stock. The percentage is calculated using 95,915,584 Class A shares outstanding as of June 30, 2026, assuming his Class B shares convert and 609,631 option shares are deemed outstanding.

How did the June 30, 2026 reverse stock split affect Jason Gardner’s Marqeta (MQ) ownership figures?

All reported ownership figures reflect the effect of a 1-for-4 reverse stock split effective June 30, 2026. The 11,999,943 shares and the 11.51% ownership stake are presented on a post-split basis, aligning Gardner’s reported holdings with the adjusted share count.

What portion of Jason Gardner’s Marqeta (MQ) stake is held through options and what control does he have?

Jason Gardner’s holdings include 609,631 shares of Class B Common Stock underlying options exercisable within 60 days of June 30, 2026. He has sole voting and dispositive power over these 609,631 shares and shared power over an additional 9,396,980 shares held in various trusts.

Does Jason Gardner disclaim beneficial ownership of any Marqeta (MQ) shares in this Schedule 13G/A?

Yes. The report includes 73,332 Class A and 1,920,000 Class B shares held by trusts for his children. Gardner disclaims beneficial ownership of these 1,993,332 shares and states he exercises no voting or investment control, though they are listed for completeness.

How would Jason Gardner’s Marqeta (MQ) ownership percentage change if all Class B shares converted?

If all outstanding shares of Class B Common Stock were converted into Class A Common Stock, Gardner’s reported ownership would be 11.46%, slightly lower than the 11.51% figure calculated assuming only his Class B holdings are converted and option shares are included.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 4)

Marqeta, Inc.

(Name of Issuer)

Class A Common Stock, $0.0001 par value per share

(Title of Class of Securities)

57142B203

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 57142B203

1

Names of Reporting Persons

Jason Gardner

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 609,631.00
6	Shared Voting Power 9,396,980.00
7	Sole Dispositive Power 609,631.00
8	Shared Dispositive Power 9,396,980.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

11,999,943.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

11.51 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Marqeta, Inc.
(b)	Address of issuer's principal executive offices: 180 Grand Avenue, 6th Floor, Oakland, CA 94612
Item 2.
(a)	Name of person filing: This Statement is filed by Jason Gardner, c/o Marqeta, Inc., 180 Grand Avenue, 6th Flr., Oakland, CA 94612. Jason Gardner is a resident of the United States.
(b)	Address or principal business office or, if none, residence: This Statement is filed by Jason Gardner, c/o Marqeta, Inc., 180 Grand Avenue, 6th Flr., Oakland, CA 94612. Jason Gardner is a resident of the United States.
(c)	Citizenship: This Statement is filed by Jason Gardner, c/o Marqeta, Inc., 180 Grand Avenue, 6th Flr., Oakland, CA 94612. Jason Gardner is a resident of the United States.
(d)	Title of class of securities: Class A Common Stock, $0.0001 par value per share
(e)	CUSIP No.: 57142B203
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The shares beneficially owned and percentage of beneficial ownership reported herein reflect the effect of the 1-for-4 reverse stock split that became effective on June 30, 2026 and include: 11,999,943 shares which includes (i) 3,556,343 shares of Class A Common Stock and 4,856,369 shares of Class B Common Stock held by the Gardner 2008 Living Trust dated March 22, 2008 for which Mr. Gardner serves as co-trustee, and exercises voting and investment control, (ii) 492,134 shares of Class B Common Stock held by the Jason Gardner 2025 GRAT dated May 14, 2025 for which Mr. Gardner is trustee, (iii) 492,134 shares of Class B Common Stock held by the Jocelyne Gardner 2025 GRAT dated May 14, 2025 for which Mr. Gardner's spouse is trustee and (iv) 609,631 shares of Class B Common Stock subject to outstanding options exercisable within 60 days of June 30, 2026. Also includes 73,332 shares of Class A Common Stock and 1,920,000 shares of Class B Common Stock held by trusts for the benefit of Mr. Gardner's children, for which shares Mr. Gardner disclaims beneficial ownership and exercises no voting or investment control. These shares of Class B Common Stock are being included for completeness.
(b)	Percent of class: 11.51% (percentage ownership is calculated based on 95,915,584 shares of Class A Common Stock outstanding as of June 30, 2026, assuming that only the shares of Class B Common Stock held by Mr. Gardner were converted into Class A Common Stock and assumes that the 609,631 shares of common stock underlying the stock options are deemed outstanding pursuant to SEC Rule 13d-3(d)(1)(i)). In the event that all outstanding shares of Class B Common Stock were converted into shares of Class A Common Stock, the percentage ownership reported in row 11 above would be 11.46%.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 609,631 shares (See item 4(a) above).
	(ii) Shared power to vote or to direct the vote: 9,396,980 shares (See item 4(a) above).
	(iii) Sole power to dispose or to direct the disposition of: 609,631 shares (See item 4(a) above).
	(iv) Shared power to dispose or to direct the disposition of: 9,396,980 shares (See item 4(a) above).
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Jason Gardner

Signature:	/s/ Jason Gardner
Name/Title:	Jason Gardner
Date:	07/17/2026