Thiel Frederick G 4

What Happened Frederick G. Thiel, CEO of MARA Holdings, disposed of a total of 54,821 shares on May 18, 2026. He sold 27,505 shares in the open market at $12.00 per share for proceeds of $330,060, and 27,316 shares were withheld to cover taxes on vested restricted stock units at $11.46 per share (value $313,041). The open-market sale was executed under a pre-established Rule 10b5-1 trading plan; the withholding was a tax-related transaction and not an open-market sale.

Key Details

• Transaction date: May 18, 2026
• Open-market sale: 27,505 shares @ $12.00 = $330,060 (Code S)
• Tax withholding: 27,316 shares @ $11.46 = $313,041 (Code F; shares withheld to cover tax liability)
• Total shares disposed: 54,821; total value of reported transactions ≈ $643,101
• Footnotes: F1 = withholding to cover tax liability (not an open-market sale); F2 = sale effected under Rule 10b5-1 plan adopted May 28, 2025
• Shares owned after transaction: not specified in the provided excerpt
• Filing: Form 4 filed May 20, 2026 for transactions on May 18, 2026 — filed within the standard two-business-day window (timely)

Context Tax-withholding on vested RSUs is a routine administrative transaction and is not an active sale by the insider. The open-market sale was made under a previously established 10b5-1 plan, which allows scheduled trades regardless of any contemporaneous material nonpublic information. Sales are disposals and do not necessarily indicate a change in the insider’s view of the company; they can be for diversification, taxes, or other personal reasons.