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Marqeta, Inc.·4

Mar 4, 5:13 PM ET

Sumner Crystal 4

4 · Marqeta, Inc. · Filed Mar 4, 2026

Insider Transaction Report

Form 4
Period: 2026-03-01
Marqeta, Inc.MQ
Sumner Crystal
See Remarks
Transactions
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-03-01+27,319→ 339,267 total
  • Tax Payment

    Class A Common Stock

    [F2]
    2026-03-01$3.89/sh−14,988$58,303→ 324,279 total
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-03-01+36,858→ 361,137 total
  • Tax Payment

    Class A Common Stock

    [F2]
    2026-03-01$3.89/sh−20,221$78,660→ 340,916 total
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-03-01+39,041→ 379,957 total
  • Tax Payment

    Class A Common Stock

    [F2]
    2026-03-01$3.89/sh−21,418$83,316→ 358,539 total
  • Exercise/Conversion

    Class A Common Stock

    [F1][F3]
    2026-03-01+10,924→ 369,463 total
  • Tax Payment

    Class A Common Stock

    [F2][F4]
    2026-03-01$3.89/sh−5,857$22,784→ 363,606 total
  • Exercise/Conversion

    Class A Common Stock

    [F1][F5]
    2026-03-01+6,117→ 369,723 total
  • Tax Payment

    Class A Common Stock

    [F2]
    2026-03-01$3.89/sh−3,356$13,055→ 366,367 total
  • Exercise/Conversion

    Class A Common Stock

    [F1][F6]
    2026-03-01+50,996→ 417,363 total
  • Tax Payment

    Class A Common Stock

    [F2]
    2026-03-01$3.89/sh−27,977$108,831→ 389,386 total
  • Exercise/Conversion

    Class A Common Stock

    [F1][F7]
    2026-03-01+40,156→ 429,542 total
  • Tax Payment

    Class A Common Stock

    [F2]
    2026-03-01$3.89/sh−22,030$85,697→ 407,512 total
  • Exercise/Conversion

    Restricted Stock Units

    [F8][F1][F9]
    2026-03-01−27,319→ 109,274 total
    → Class A Common Stock (27,319 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F8][F1][F10]
    2026-03-01−36,858→ 147,435 total
    → Class A Common Stock (36,858 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F8][F1][F11]
    2026-03-01−39,041→ 312,325 total
    → Class A Common Stock (39,041 underlying)
  • Exercise/Conversion

    Performance Stock Units (Gross Profit)

    [F8][F1][F12][F13]
    2026-03-01−11,058→ 184,776 total
    → Class A Common Stock (11,058 underlying)
  • Exercise/Conversion

    Performance Stock Units (Adjusted EBITDA)

    [F8][F1][F12][F14]
    2026-03-01−4,739→ 79,190 total
    → Class A Common Stock (4,739 underlying)
  • Exercise/Conversion

    Performance Stock Units (Gross Profit)

    [F8][F1][F15][F13]
    2026-03-01−46,849→ 93,697 total
    → Class A Common Stock (46,849 underlying)
  • Exercise/Conversion

    Performance Stock Units (Adjusted EBITDA)

    [F8][F1][F15][F14]
    2026-03-01−20,078→ 40,156 total
    → Class A Common Stock (20,078 underlying)
Footnotes (15)
  • [F1]Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act.
  • [F10]One-twelfth (1/12th) of the restricted stock units vested on June 1, 2024, and one-twelfth (1/12th) of the restricted stock units vest on each September 1, December 1, March 1 and June 1 thereafter until fully vested, subject to the Reporting Person's continued service with the Issuer as of each vesting date.
  • [F11]One-twelfth (1/12th) of the restricted stock units vest on June 1, 2025 and one-twelfth (1/12th) of the remaining restricted stock units vest quarterly on each September 1, December 1, March 1 and June 1 thereafter until fully vested, subject to the Reporting Person's continued service to the Issuer as of each vesting date.
  • [F12]Represents the disposition of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024.
  • [F13]Represents the number of shares which may be issued at target under the performance stock unit ("PSU") over a period of time following achievement of certain profit targets as set forth in the PSU agreement, subject to the Reporting Person's continued service to the Issuer as of each vesting date. At maximum achievement, 200% of the target number of shares would vest.
  • [F14]Represents the number of shares which may be issued at target under the PSU over a period of time following achievement of certain adjusted EBITDA targets as set forth in the PSU agreement, subject to the Reporting Person's continued service to the Issuer as of each vesting date. At maximum achievement, 200% of the target number of shares would vest.
  • [F15]Represents the disposition of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2025.
  • [F2]Represents shares that have been withheld by the Issuer to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units and not a market transaction. Transaction exempt from Section 16(b) of the Act pursuant to Rule 16b-3(e) promulgated under the Act.
  • [F3]Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024, and includes 134 fewer shares acquired for performance at less than 100%.
  • [F4]Due to an administrative error on a previously filed Form 4, the number of shares withheld by the Issuer to satisfy tax withholding and remittance obligations was overstated by 136 shares and has been subtracted on this form for reconciliation purposes.
  • [F5]Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2024, and includes 1,378 additional shares acquired for performance at more than 100%
  • [F6]Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2025, and includes 4,147 additional shares acquired for performance at more than 100%
  • [F7]Represents the vesting of shares upon the determination of the Board of Directors of the Issuer that the performance conditions were met with respect to the performance share awards granted to the Reporting Person on March 15, 2025, and includes 20,078 additional shares acquired for performance at more than 100%
  • [F8]Each restricted stock unit is convertible into one share of Class A Common Stock.
  • [F9]One-fourth (1/4th) of the restricted stock units vested on March 1, 2024, and one-sixteenth (1/16th) of the restricted stock units vest on each June 1, September 1, December 1, and March 1 thereafter until fully vested, subject to the Reporting Person's continued service with the Issuer as of each vesting date.
Signature
/s/ Tracy Foard, Attorney-in-Fact|2026-03-04

Documents

1 file
  • 4
    wk-form4_1772662429.xmlPrimary

    FORM 4