Nowaid Zabi 4

What Happened

• Nowaid Zabi, General Counsel of MARA Holdings, disposed of shares on May 18, 2026. He executed an open-market sale of 8,250 shares at $12.00 per share for proceeds of $99,000, and 4,248 shares were withheld to cover tax liability from vested restricted stock units at an implied value of $11.46 per share (≈ $48,682). Both transactions are recorded as dispositions (sales/withholding).

Key Details

• Transaction dates: May 18, 2026; Form 4 filed May 20, 2026 (appears timely).
• Open-market sale: 8,250 shares at $12.00 — proceeds $99,000. (Sale code: S)
• Tax withholding: 4,248 shares withheld at $11.46 — value ≈ $48,682. (Withholding code: F; not an open-market sale)
• The open-market sale was executed under a Rule 10b5-1 trading plan adopted by the reporting person on September 12, 2025.
• Shares owned after the transaction: not specified in the provided filing.
• Footnotes: F1 confirms the withheld shares were to cover tax on RSU vesting; F2 confirms the sale was per a pre-established 10b5-1 plan.

Context

• The transactions are disposals: the open-market sale was under a pre-set 10b5-1 plan (common for executives to schedule sales), and the withheld shares represent a routine tax-withholding on RSU vesting rather than an active market sale. Such sales are often routine and do not, by themselves, indicate insider sentiment about the company.