SC 13G/A: Marqeta, Inc.
Ticker: MQ · Form: SC 13G/A · Filed: Feb 14, 2024 · CIK: 1522540
Sentiment: neutral
Topics: sc-13g-a
AI Summary
SC 13G/A filing by Marqeta, Inc..
Risk Assessment
Risk Level: low
Filing Stats: 3,089 words · 12 min read · ~10 pages · Grade level 7.1 · Accepted 2024-02-14 13:52:40
Filing Documents
- mq_13g.htm (SC 13G/A) — 167KB
- 0001469026-24-000003.txt ( ) — 168KB
(a). Name of Issuer
Item 1(a). Name of Issuer: Marqeta, Inc. (the “Issuer” or “Company”)
(b). Address of Issuer’s Principal Executive Offices
Item 1(b). Address of Issuer’s Principal Executive Offices: 180 Grand Avenue, 6th Floor Oakland, CA 94612
(a). Name of Persons Filing
Item 2(a). Name of Persons Filing: This with respect to the shares of Common Stock (as defined in Item 2(d) below) of the Company: (i) HMI Capital Partners, L.P. (ii) HMI Capital Management, L.P. (iii) HMI Capital Fund GP, LLC (iv) Members GP, LLC (v) Marco W. Hellman (vi) Justin C. Nyweide (vii) Radhakrishnan Raman Mahendran
(b). Address of Principal Business Office or, if none, Residence
Item 2(b). Address of Principal Business Office or, if none, Residence: (i) HMI Capital Partners, L.P. c/o HMI Capital Management, L.P. 555 California Street, Suite 4900 San Francisco, CA 94104 (ii) HMI Capital Management, L.P. 555 California Street, Suite 4900 San Francisco, CA 94104 (iii) HMI Capital Fund GP, LLC c/o HMI Capital Management, L.P. 555 California Street, Suite 4900 San Francisco, CA 94104 (iv) Members GP, LLC c/o HMI Capital Management, L.P. 555 California Street, Suite 4900 San Francisco, CA 94104 (v) Marco W. Hellman c/o HMI Capital Management, L.P. 555 California Street, Suite 4900 San Francisco, CA 94104 (vi) Justin C. Nyweide c/o HMI Capital Management, L.P. 555 California Street, Suite 4900 San Francisco, CA 94104 (vii) Radhakrishnan Raman Mahendran c/o HMI Capital Management, L.P. 555 California Street, Suite 4900 San Francisco, CA 94104
(c). Citizenship
Item 2(c). Citizenship: (i) HMI Capital Partners, L.P. – DE (ii) HMI Capital Management, L.P. – DE (iii) HMI Capital Fund GP, LLC – DE (iv) Members GP, LLC – DE (v) Marco W. Hellman – USA (vi) Justin C. Nyweide – USA (vii) Radhakrishnan Raman Mahendran – USA
(d). Title of Class of Securities
Item 2(d). Title of Class of Securities: Class A Common Stock, 0.0001 par value per share (“Common Stock”)
(e). CUSIP Number
Item 2(e). CUSIP Number: 57142B104
If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check
Item 3. If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: Not Applicable CUSIP No. 57142B104 13G/A Page 9 of 13 Pages
Ownership
Item 4. Ownership (i) HMI Capital Partners, L.P. (a) Amount beneficially owned: 0 (See Note 9) (b) Percent of class: 0.0% (See Note 10) (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 0 (see Note 10) (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 0 (See Note 9) (ii) HMI Capital Management, L.P. (a) Amount beneficially owned: 0 (See Note 9) (b) Percent of class: 0.0% (See Note 10) (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 0 (see Note 10) (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 0 (See Note 9) (iii) HMI Capital Fund GP, LLC (a) Amount beneficially owned: 0 (See Note 9) (b) Percent of class: 0.0% (See Note 10) (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 0 (See Note 10) (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 0 (See Note 9) (iv) Members GP, LLC (a) Amount beneficially owned: 0 (See Note 9) (b) Percent of class: 0.0% (See Note 10) (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 0 (See Note 10) (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 0 (See Note 9) (v) Marco W. Hellman (a) Amount beneficially owned: 0 (See Note 9) (b) Percent of class: 0.0% (See Note 10) (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or
Ownership of Five Percent or Less of a Class
Item 5. Ownership of Five Percent or Less of a Class: If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [ X ].
Ownership of More Than Five Percent on Behalf of Another Person
Item 6. Ownership of More Than Five Percent on Behalf of Another Person: See Note 9 above. The Fund has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock covered by this Statement. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company: See Note 9 above.
Identification and Classification of Members of the Group
Item 8. Identification and Classification of Members of the Group: Not Applicable.
Notice of Dissolution of Group
Item 9. Notice of Dissolution of Group: Not Applicable. CUSIP No. 57142B104 13G/A Page 11 of 13 Pages
Certifications
Item 10. Certifications: Each of the Reporting Persons makes the following certification: By signing below each Reporting Person certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Date: February 14, 2024 HMI Capital Partners, L.P. HMI Capital Management, L.P. HMI Fund Capital GP, LLC Members GP, LLC Marco W. Hellman Justin C. Nyweide Radhakrishnan Raman Mahendran By: /s/Lusine Moshkounian Name: Lusine Moshkounian Title: Chief Compliance Officer of HMI Capital Management, L.P., as attorney-in-fact for HMI Capital Management, L.P., Members GP, LLC, HMI Capital Fund GP, LLC, HMI Capital Partners, L.P., Marco W. Hellman, Justin C. Nyweide, and Radhakrishnan Raman Mahendran. CUSIP No. 57142B104 13G/A Page 12 of 13 Pages EXHIBIT A Joint Filing Agreement Pursuant to Rule 13d-1 This agreement is made pursuant to Rule 13d-l(k)(1) under the Securities Exchange Act of 1934, as amended (the "Act") by and among the parties listed below, each referenced to herein as a "Joint Filer". The Joint Filers agree that a statement of beneficial ownership as required by Sections 13(g) or 13(d) of the Act and the rules thereunder may be filed on each of his, her or its behalf on Schedule 13G or Schedule 13D, as appropriate, and that said joint filing may thereafter be amended by further joint filings. The Joint Filers state that they each satisfy the requirements for making a joint filing under Rule 13d-1(k). Dated: February 14, 2024 HMI Capital Partners, L.P. HMI