Marti director awarded 3,732 Class A shares

Lute Douglas reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Lute Douglas reported acquisition or exercise transactions in this Form 4 filing.

Marti Technologies, Inc. director Douglas Lute received an equity grant instead of cash for first quarter 2026 board service. He was awarded 3,732 fully vested Class A Ordinary Shares under the company’s 2023 Incentive Award Plan, increasing his direct holdings to 195,558 Class A Ordinary Shares.

This total includes 36,764 Class A Ordinary Shares underlying restricted stock units granted under the same plan, which are scheduled to vest on the earlier of the company’s 2026 annual general meeting of shareholders or December 24, 2026, subject to his continued service.

Insider Trade Summary

Grant/Award: 3,732 shares

Grant/Award 1 txn

Insider Lute Douglas

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Ordinary Shares, par value $0.0001 per share	3,732	$0.00	$0.00

Holdings After Transaction: Class A Ordinary Shares, par value $0.0001 per share — 195,558 shares (Direct)

Footnotes (2)

1. F1. Represents fully-vested Class A Ordinary Shares issued under the Issuer's 2023 Incentive Award Plan in lieu of the reporting person's cash retainer for first quarter of 2026 board service.
2. F2. Includes 36,764 Class A Ordinary Shares underlying restricted stock units granted under the Issuer's 2023 Incentive Award Plan, which vest on the earlier of the Company's 2026 annual general meeting of shareholders or December 24, 2026, subject to continued service.

Key Figures

Equity award size: 3,732 shares Post-transaction holdings: 195,558 shares RSUs outstanding: 36,764 shares +2 more

5 metrics

Equity award size 3,732 shares Fully vested Class A Ordinary Shares granted for Q1 2026 board service

Post-transaction holdings 195,558 shares Total Class A Ordinary Shares directly held after the grant

RSUs outstanding 36,764 shares Class A Ordinary Shares underlying restricted stock units granted under 2023 plan

RSU vesting date Earlier of 2026 AGM or December 24, 2026 Vesting schedule for 36,764 RSU-linked Class A Ordinary Shares

Grant price per share $0.00 per share Stated transaction price for 3,732 granted Class A Ordinary Shares

Key Terms

restricted stock units, 2023 Incentive Award Plan, cash retainer, Class A Ordinary Shares

4 terms

restricted stock units financial

"Includes 36,764 Class A Ordinary Shares underlying restricted stock units granted under the Issuer's 2023 Incentive Award Plan"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

2023 Incentive Award Plan financial

"issued under the Issuer's 2023 Incentive Award Plan in lieu of the reporting person's cash retainer"

cash retainer financial

"in lieu of the reporting person's cash retainer for first quarter of 2026 board service"

Class A Ordinary Shares financial

"Class A Ordinary Shares, par value $0.0001 per share"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Marti Technologies (MRT) director Douglas Lute report?

Douglas Lute reported receiving 3,732 fully vested Class A Ordinary Shares as an equity award. The shares were granted under Marti Technologies’ 2023 Incentive Award Plan in lieu of his cash retainer for first quarter 2026 board service, and were acquired at a stated price of $0.00.

How many Marti Technologies (MRT) shares does Douglas Lute hold after this grant?

After the award, Douglas Lute directly holds 195,558 Class A Ordinary Shares. This total includes both currently outstanding shares and 36,764 Class A Ordinary Shares underlying restricted stock units that are scheduled to vest in 2026, assuming his continued service on the board.

Was the Marti Technologies (MRT) share grant to Douglas Lute a market purchase?

No, the transaction was a grant or award acquisition, not a market purchase. Lute received 3,732 fully vested Class A Ordinary Shares at a stated price of $0.00 per share as compensation for board service, under the company’s 2023 Incentive Award Plan.

What are the vesting terms of Douglas Lute’s Marti Technologies (MRT) restricted stock units?

Lute holds 36,764 Class A Ordinary Shares underlying restricted stock units. These units vest on the earlier of Marti Technologies’ 2026 annual general meeting of shareholders or December 24, 2026, and vesting is conditioned on his continued service with the company through that date.

Why did Marti Technologies (MRT) issue shares to Douglas Lute instead of cash?

The filing states that 3,732 fully vested Class A Ordinary Shares were issued in lieu of Douglas Lute’s cash retainer for first quarter 2026 board service. This means his board compensation for that period was delivered in equity under the 2023 Incentive Award Plan.

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

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Accepted by SEC EDGAR 04/02/2026 - 02:57 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Lute Douglas

(Last) (First) (Middle)

C/O MARTI TECHNOLOGIES, INC.

BUYUKDERE CD. NO: 237 MASLAK SARIYER

(Street)

ISTANBUL 34485

(City) (State) (Zip)

TURKEY

(Country)

2. Issuer Name and Ticker or Trading Symbol
Marti Technologies, Inc. [ MRT ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

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
Class A Ordinary Shares, par value $0.0001 per share	03/31/2026		A		3,732(1)	A	$0	195,558(2)	D

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

Explanation of Responses:

1. Represents fully-vested Class A Ordinary Shares issued under the Issuer's 2023 Incentive Award Plan in lieu of the reporting person's cash retainer for first quarter of 2026 board service.

2. Includes 36,764 Class A Ordinary Shares underlying restricted stock units granted under the Issuer's 2023 Incentive Award Plan, which vest on the earlier of the Company's 2026 annual general meeting of shareholders or December 24, 2026, subject to continued service.

	/s/ Douglas Lute	04/02/2026
	** 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)