Was the 20,261-share Marti Technologies (MRT) grant an open-market purchase?

No, the 20,261 Class A Ordinary Shares were not bought on the open market. They were issued as a fully vested stock grant under Marti Technologies’ 2023 Incentive Award Plan, replacing cash compensation for Freifeld’s first-quarter 2026 board service.

Does this Marti Technologies (MRT) Form 4 show any insider share sales by Daniel Freifeld?

This Form 4 does not report any share sales by Freifeld. It records a grant of 20,261 fully vested Class A Ordinary Shares as compensation and updates his direct and indirect holdings, including restricted stock units and shares held through affiliated investment entities.

Marti Technologies (MRT) director awarded shares for 2026 board service

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Freifeld Daniel reported acquisition or exercise transactions in this Form 4 filing.

Marti Technologies director Daniel Freifeld received 20,261 Class A Ordinary Shares as a fully vested stock grant for first-quarter 2026 board service, issued under the company’s 2023 Incentive Award Plan in lieu of his cash retainer. Following this grant, he directly holds 962,181 Class A Ordinary Shares, including 74,580 shares underlying restricted stock units that vest on the earlier of the 2026 annual general meeting or December 24, 2026, subject to continued service. He is also associated with 7,467,715 additional Ordinary Shares held indirectly through Farragut Square Global Master Fund, LP and Callaway Capital Management, LLC, which he indirectly controls but for which he disclaims beneficial ownership beyond his pecuniary interest.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Freifeld Daniel

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Ordinary Shares, par value $0.0001 per share	20,261	$0.00	--
holding	Class A Ordinary Shares, par value $0.0001 per share	--	--	--

Holdings After Transaction: Class A Ordinary Shares, par value $0.0001 per share — 962,181 shares (Direct); Class A Ordinary Shares, par value $0.0001 per share — 7,467,715 shares (Indirect, See Footnote)

Footnotes (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. Includes 74,580 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. Includes (i) 233,638 Ordinary Shares held directly by Farragut Square Global Master Fund, LP ("Farragut LP"), (ii) 7,234,077 Ordinary Shares held directly by Callaway Capital Management, LLC ("Callaway LLC" and, together with Farragut LP, collectively, the "Farragut Investor Entities"). Mr. Freifeld indirectly controls the Farragut Investor Entities and may be deemed to beneficially own the shares held by the Farragut Investor Entities. Mr. Freifeld disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

Key Figures

Share grant: 20,261 shares Direct holdings after grant: 962,181 shares RSUs included in direct holdings: 74,580 shares +5 more

8 metrics

Share grant 20,261 shares Fully vested Class A Ordinary Shares granted for Q1 2026 board service

Direct holdings after grant 962,181 shares Class A Ordinary Shares directly held following 20,261-share grant

RSUs included in direct holdings 74,580 shares Class A Ordinary Shares underlying RSUs vesting by 2026 meeting or December 24, 2026

Indirect holdings via Farragut LP 233,638 shares Ordinary Shares held by Farragut Square Global Master Fund, LP

Indirect holdings via Callaway LLC 7,234,077 shares Ordinary Shares held by Callaway Capital Management, LLC

Total indirect holdings 7,467,715 shares Combined Ordinary Shares held by Farragut LP and Callaway LLC

Par value $0.0001 per share Par value of Marti Technologies Class A Ordinary Shares

Grant date March 31, 2026 Transaction date for 20,261-share grant

Key Terms

2023 Incentive Award Plan, restricted stock units, annual general meeting of shareholders, beneficially own, +1 more

5 terms

2023 Incentive Award Plan financial

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

restricted stock units financial

"Includes 74,580 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.

annual general meeting of shareholders financial

"which vest on the earlier of the Company's 2026 annual general meeting of shareholders or December 24, 2026"

beneficially own financial

"may be deemed to beneficially own the shares held by the Farragut Investor Entities"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

pecuniary interest financial

"disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein"

Form 4 Insider Transactions: What Each Field Means →

04/02/2026 - 02:56 PM

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^*

Freifeld Daniel

(Last)

(First)

(Middle)

818 18TH AVENUE SOUTH

SUITE 925

(Street)

NASHVILLE

TENNESSEE

37203

(City)

(State)

(Zip)

UNITED STATES

(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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Ordinary Shares, par value $0.0001 per share	03/31/2026		A		20,261⁽¹⁾	A	$0	962,181⁽²⁾	D
Class A Ordinary Shares, par value $0.0001 per share								7,467,715⁽³⁾	I	See Footnote⁽³⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 74,580 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.

3. Includes (i) 233,638 Ordinary Shares held directly by Farragut Square Global Master Fund, LP ("Farragut LP"), (ii) 7,234,077 Ordinary Shares held directly by Callaway Capital Management, LLC ("Callaway LLC" and, together with Farragut LP, collectively, the "Farragut Investor Entities"). Mr. Freifeld indirectly controls the Farragut Investor Entities and may be deemed to beneficially own the shares held by the Farragut Investor Entities. Mr. Freifeld disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

	/s/ Daniel Freifeld	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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Marti Technologies (MRT) director Daniel Freifeld report in this Form 4?

Director Daniel Freifeld reported receiving 20,261 fully vested Class A Ordinary Shares as a stock grant. The award was issued under Marti Technologies’ 2023 Incentive Award Plan in lieu of his cash retainer for first-quarter 2026 board service, reflecting routine equity compensation.

How many Marti Technologies (MRT) shares does Daniel Freifeld hold directly after this grant?

After the grant, Daniel Freifeld directly holds 962,181 Class A Ordinary Shares. This total includes 74,580 shares underlying restricted stock units that will vest on the earlier of the 2026 annual meeting or December 24, 2026, assuming his continued board service.

What are the terms of Daniel Freifeld’s restricted stock units in Marti Technologies (MRT)?

Freifeld’s holdings include 74,580 Class A Ordinary Shares underlying restricted stock units. These RSUs vest on the earlier of Marti Technologies’ 2026 annual general meeting of shareholders or December 24, 2026, and the vesting is conditioned on his continued service with the company.

What indirect Marti Technologies (MRT) holdings are associated with Daniel Freifeld?

Indirect holdings include 233,638 Ordinary Shares held by Farragut Square Global Master Fund, LP and 7,234,077 Ordinary Shares held by Callaway Capital Management, LLC. Freifeld indirectly controls these entities but disclaims beneficial ownership except for his actual pecuniary interest in their positions.