Marathon Digital Holdings Files Proxy Materials

TL;DR

MARATHON DIGITAL HOLDINGS (MARA) FILED PROXY DOCS - CHECK YOUR MAIL FOR VOTING INFO.

AI Summary

Marathon Digital Holdings, Inc. filed a Definitive Additional Materials (DEFA14A) on June 20, 2024. This filing concerns proxy materials for the company, which is incorporated in Nevada and headquartered in Las Vegas. The company was formerly known as Marathon Patent Group, Inc. and American Strategic Minerals Corp.

Why It Matters

This filing provides shareholders with important information regarding company governance and voting matters, which can influence investment decisions and the direction of the company.

Risk Assessment

Risk Level: low — This filing is a standard proxy statement, indicating routine corporate governance activity rather than a significant event that would inherently increase risk.

Key Players & Entities

• MARATHON DIGITAL HOLDINGS, INC. (company) — Registrant
• 0001507605 (company) — Central Index Key
• 7374 (company) — Standard Industrial Classification
• 010949984 (company) — IRS Number
• NV (company) — State of Incorporation
• 1231 (company) — Fiscal Year End
• 001-36555 (company) — SEC File Number
• 241054279 (company) — Film Number
• 1180 N. TOWN CENTER DRIVE (company) — Business Address Street 1
• SUITE 100 (company) — Business Address Street 2

FAQ

Key Financial Figures

• $0.0001 — f shares of our common stock, par value $0.0001 per share (the “ Common Stock &rd

Filing Documents

• formdefa14a.htm (DEFA14A) — 41KB
• defa14a_001.jpg (GRAPHIC) — 3KB
• 0001493152-24-024436.txt ( ) — 46KB

From the Filing

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under §240.14a-12 Marathon Digital Holdings, Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: (2) Aggregate number of securities to which transaction applies: (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): (4) Proposed maximum aggregate value of transaction: (5) Total fee paid: Fee paid previously with preliminary materials. Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: (2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4) Date Filed: SUPPLEMENT TO DEFINITIVE PROXY STATEMENT FOR ANNUAL MEETING OF STOCKHOLDERS TO BE HELD THURSDAY, JUNE 27, 2024 On April 29, 2024, Marathon Digital Holdings, Inc., a Nevada corporation (the “ Company ,” “ we ,” “ us ,” or “ our ”), filed a definitive proxy statement on Schedule 14A (the “ Proxy 2024 annual meeting of stockholders to be held on Thursday, June 27, 2024, at 8:00 a.m. Pacific Time (the “ Annual Meeting ”). The Company is filing this supplement to the Proxy Statement (this “ Supplement ”) to provide additional information relating to Proposal No. 4 for consideration by stockholders. Capitalized terms used and not otherwise defined in this Supplement have the meaning given to them in the Proxy Statement. This Supplement should be read in conjunction with the Proxy Statement, as well as with any additional soliciting material we have filed or may file with the SEC, which we encourage you to read carefully and in its entirety before making a voting decision. This Supplement is being filed with the SEC and is being made available to stockholders on or about June 20, 2024. THIS SUPPLEMENT SHOULD BE READ IN CONJUNCTION WITH THE PROXY STATEMENT. Dear Stockholders: We are writing to encourage you to vote in accordance with the recommendations of our board of directors (the “ Board ”) on all of the proposals to be voted upon at the Annual Meeting. In particular, we seek your support for Proposal No. 4, the approval of an amendment to our Amended and Restated 2018 Equity Incentive Plan (our “ 2018 Plan ”) to increase the number of shares of our common stock, par value $0.0001 per share (the “ Common Stock ”) reserved under our 2018 Plan by 15,000,000 (the “ Plan Amendment ”), which is more fully described in the Proxy Statement. Our Board approved the Plan Amendment on April 26, 2024, subject to stockholder approval at the Annual Meeting. If Proposal No. 4 is approved by stockholders, the Plan Amendment will be effective as of the Annual Meeting. Rationale for Proposal No. 4: Approval of an Amendment to our 2018 Plan The purpose of our 2018 Plan is to enhance our ability to attract and retain the services of employees, directors, consultants, advisors, and executives whose services are considered critical to our future success, to encourage a sense of ownership among such persons, and to motivate the sustained interest of such persons to work towards the achievement of our strategic objectives. As a key element of our executive compensation program, we provide long-term equity incentive compensation to our employees, which we refer to as the Long-Term Incentive Program (“ LTIP ”). LTIP awards are issued in the form of restricted stock units and are granted pursuant to our 2018 Plan. Long-term equity incentive compensation is a typical compensation element within our industry and the market generally, and retaining the ability to issue meaningful equity incentive awards to our employees and other service providers is critical to our ability to provide the market competitive compensation necessary to retain our talented employees. LTIP awards closely align with our pay-for-performance philosophy pursuant to which we seek to align the total com

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View this DEFA14A filing on SEC EDGAR