Welcome to our dedicated page for Marin Software SEC filings (Ticker: MRIN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings associated with Marin Software Incorporated (historically Nasdaq: MRIN) document both the company’s activities as a provider of digital marketing and advertising management software and its transition through delisting, bankruptcy, and reorganization. Earlier periodic reports and registration statements (such as Forms 10-K, 10-Q, and S-3 or S-8) described Marin’s cross-channel advertising management platform, its mission to improve efficiency and transparency in paid marketing programs, and its operations as an enterprise software provider in the data processing and hosting segment of the information sector.
More recent filings focus on listing compliance, delisting, and chapter 11 proceedings. In 2025, Marin filed multiple Forms 8-K disclosing Nasdaq notifications that the company was not in compliance with Listing Rule 5250(c)(1) due to late Form 10-K and Form 10-Q filings, Nasdaq’s decision to delist the stock, and the suspension of trading on June 26, 2025. A Form 25 filed on July 21, 2025 formally removed the company’s common stock from listing and registration on the Nasdaq Stock Market LLC.
The company’s bankruptcy-related filings provide detailed information about its chapter 11 case in the United States Bankruptcy Court for the District of Delaware. Forms 8-K describe the July 1, 2025 voluntary petition, debtor-in-possession financing arrangements, a restructuring support agreement with specified parties, and the development and confirmation of the Second Amended Combined Disclosure Statement and Plan of Reorganization. These filings outline the treatment of claims, the role of the plan sponsor and DIP lender, and the structure of the reorganized debtor’s new equity.
A key filing is Marin Software’s Form 15-12G, dated September 5, 2025, which certifies the termination of registration of its common stock under Section 12(g) of the Exchange Act and the suspension of its duty to file reports under Sections 13 and 15(d). The Form 15 and related Form 8-K state that, as of the effective date of the confirmed chapter 11 plan, all outstanding shares of common stock (including shares issuable under equity awards) were cancelled and discharged.
On this page, Stock Titan surfaces these and other MRIN-related filings, with AI-powered summaries that explain the core points of each document. Users can quickly see which filings address quarterly and annual reporting (Forms 10-Q and 10-K), which relate to bankruptcy, restructuring, and changes in control (Forms 8-K, DIP financing disclosures, plan of reorganization), and which cover delisting and deregistration (Form 25 and Form 15-12G). The platform also highlights filings that discuss the cancellation of existing securities and the issuance of new equity in the reorganized debtor.
For investors, analysts, and legal or restructuring professionals researching MRIN, these filings provide a primary-source record of Marin Software’s regulatory history as a former public company, the evolution of its capital structure, and the legal steps that led to the cancellation of its publicly traded common stock and the end of its reporting obligations under the Exchange Act.
Marin Software Incorporated has submitted a Form 12b-25 notifying the SEC that it cannot timely file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025. The company filed a voluntary petition under Chapter 11 on July 1, 2025 (Case No. 25-11263) and is operating as a debtor in possession. Management and remaining personnel have been focused on the bankruptcy process, the company reports limited financing, accounting and administrative personnel, and it terminated Grant Thornton LLP as its independent registered public accounting firm effective July 24, 2025 with no replacement engaged. Marin says it will file monthly operating reports with the Bankruptcy Court and will report those filings with the SEC. The company also cautions that its common stock is no longer listed on the Nasdaq Capital Market and that trading is highly speculative.
Marin Software Incorporated (MRIN) filed an 8-K on July 10, 2025 disclosing two material items:
- Nasdaq Delisting: On June 17, 2025 Nasdaq notified the company that its common stock will be delisted for failure to meet continued-listing requirements. Trading was suspended on June 26, 2025. The delisting becomes effective 10 days after Nasdaq files Form 25 with the SEC, after which the shares will be deregistered 90 days later (or a shorter period set by the SEC).
- Proposed Financial Reorganization: Under Item 7.01 the company furnished a press release (Exhibit 99.1) announcing that management is pursuing a financial reorganization transaction. No additional terms, timelines, or creditor/shareholder impacts were provided in this filing.
Loss of a national exchange listing typically reduces trading liquidity, narrows analyst coverage, and may trigger covenant or index-inclusion consequences. Management’s intent to reorganize suggests efforts to stabilize the capital structure, but without further detail investors cannot assess probability of success or dilution risk.
Marin Software Incorporated (MRIN) disclosed that Nasdaq has denied its request for additional time to regain compliance with Listing Rule 5250(c)(1) after the company failed to file both its 2024 Form 10-K and its Q1 2025 Form 10-Q. As a result, Nasdaq will suspend trading in Marin’s common stock at the opening of business on June 26 2025 and intends to file a Form 25-NSE to remove the shares from listing and registration. The company does not plan to appeal the decision.
Marin also stated that it currently does not intend to seek quotation on an OTC Markets venue, citing the costs involved and its parallel strategic review. Management is exploring a "Potential Transaction" under which a private-equity buyer would acquire substantially all of Marin’s assets. Failing that, the board has authority—already approved by stockholders—to pursue a voluntary dissolution and liquidation.
Once delisted, the shares will likely suffer from reduced liquidity, wider bid-ask spreads, and "penny-stock" compliance burdens, all of which may impair shareholder ability to trade. The company warned that there is no assurance the asset sale will be completed, and it may revert to dissolution. A press release regarding the Nasdaq decision was issued on June 20 2025 and filed as Exhibit 99.1.
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