Marqeta, Inc. Files DEF 14A for Annual Meeting

Ticker: MQ · Form: DEF 14A · Filed: Apr 25, 2024 · CIK: 1522540

Sentiment: neutral

Topics: DEF 14A, Marqeta, Executive Compensation, Equity Awards, Corporate Governance

TL;DR

<b>Marqeta, Inc. has filed its DEF 14A, detailing executive compensation and equity awards for the fiscal years 2021-2023.</b>

AI Summary

Marqeta, Inc. (MQ) filed a Proxy Statement (DEF 14A) with the SEC on April 25, 2024. Marqeta, Inc. filed a DEF 14A form on April 25, 2024, for its annual meeting. The filing covers the period ending June 13, 2024. Key individuals mentioned in relation to compensation and equity awards include Simon Khalaf and Jason Gardner. The filing details changes in the fair value of equity awards granted and outstanding for the fiscal years 2021, 2022, and 2023. Specific compensation components like additions and deductions are itemized for executive members.

Why It Matters

For investors and stakeholders tracking Marqeta, Inc., this filing contains several important signals. This filing provides crucial information for shareholders regarding executive compensation structures and the valuation of equity awards, impacting their understanding of management's incentives. Shareholders can use this DEF 14A to assess the company's governance practices and the alignment of executive pay with performance, influencing voting decisions at the upcoming annual meeting.

Risk Assessment

Risk Level: — Marqeta, Inc. shows moderate risk based on this filing. The filing is a routine DEF 14A, providing standard disclosures on executive compensation and corporate governance, with no immediate red flags or significant new risks indicated.

Analyst Insight

Review the executive compensation details and equity award valuations to understand management's incentives and potential impact on future performance.

Executive Compensation

NameTitleTotal Compensation
Simon KhalafMember
Jason GardnerMember

Key Numbers

Key Players & Entities

FAQ

When did Marqeta, Inc. file this DEF 14A?

Marqeta, Inc. filed this Proxy Statement (DEF 14A) with the SEC on April 25, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by Marqeta, Inc. (MQ).

Where can I read the original DEF 14A filing from Marqeta, Inc.?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by Marqeta, Inc..

What are the key takeaways from Marqeta, Inc.'s DEF 14A?

Marqeta, Inc. filed this DEF 14A on April 25, 2024. Key takeaways: Marqeta, Inc. filed a DEF 14A form on April 25, 2024, for its annual meeting.. The filing covers the period ending June 13, 2024.. Key individuals mentioned in relation to compensation and equity awards include Simon Khalaf and Jason Gardner..

Is Marqeta, Inc. a risky investment based on this filing?

Based on this DEF 14A, Marqeta, Inc. presents a moderate-risk profile. The filing is a routine DEF 14A, providing standard disclosures on executive compensation and corporate governance, with no immediate red flags or significant new risks indicated.

What should investors do after reading Marqeta, Inc.'s DEF 14A?

Review the executive compensation details and equity award valuations to understand management's incentives and potential impact on future performance. The overall sentiment from this filing is neutral.

Key Dates

Glossary

DEF 14A
Definitive Proxy Statement (Filed by Marqeta, Inc. to solicit proxies from shareholders for its annual meeting.)
Equity Awards
Grants of stock options, restricted stock units, or other equity-based compensation. (Details on the fair value and changes in fair value are provided for executives Simon Khalaf and Jason Gardner.)

Filing Stats: 4,769 words · 19 min read · ~16 pages · Grade level 12.3 · Accepted 2024-04-25 16:16:14

Key Financial Figures

Filing Documents

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 28 Compensation Discussion & Analysis 30 Compensation Committee Report 44 Compensation Tables 45 PAY VERSUS PERFORMANCE 51 PAY RATIO DIS CLOSURE 58 EQUITY COMPENSATION PLAN INFORMATION 60

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 60 CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS 63 OTHER MATTERS 65 PROPOSALS OF STOCKHOLDERS FOR 2024 ANNUAL MEETING 66 ANNEX I - K EY OPERATING METRIC AND NON-GAAP FINANCIAL MEASURES 67 PROXY STATEMENT SUMMARY Our board of directors is soliciting your proxy to vote at the 2024 Annual Meeting of Stockholders of Marqeta, Inc., including any adjournments, continuations, or postponements (the "Annual Meeting") for the purposes set forth in this proxy statement for our Annual Meeting (the "Proxy Statement"). In this Proxy Statement, we refer to Marqeta, Inc. as "Marqeta," the "Company," "we," "us," or "our." The contents of our websites are not intended to be incorporated by reference into this Proxy Statement or in any other report or document we file with the Securities and Exchange Commission (the "SEC"), and any references to our websites in this Proxy Statement are intended to be inactive textual references only, unless specifically noted otherwise. This summary highlights information contained elsewhere in this Proxy Statement and does not contain all of the information you should consider when voting. Please carefully read the entire Proxy Statement and our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the "2023 Annual Report") before voting. 2024 Annual Meeting of Stockholders Date and Time Record Date Place Who Can Attend and Vote June 13, 2024 11:30 AM PT April 22, 2024 www.virtualshareholdermeeting.com/MQ2024 Stockholders of record at the close of business on April 22, 2024 Proposals and Board Recommendations Item Proposal Board Recommendation Page 1 Election of three Class III directors FOR each nominee 23 2 Ratification of KPMG LLP as our independent registered public accounting firm FOR 24 3 Approval on a non-binding advisory basis of the compensation of our named executive officers FOR 27 2023 Financial and Operating Highlig

Executive Compensation Highlights

Executive Compensation Highlights You are being asked to vote on an advisory basis on the compensation paid to the Company's NEOs as described in this Proxy Statement, including the Compensation Discussion & Analysis and Compensation Tables beginning on page 30 . In January 2023, the compensation committee and the board of directors approved changes to the executive officer compensation that were intended to further strengthen the alignment of pay and performance, as well as focus executives on creating long-term stockholder value. These changes included: 2023 Compensation Highlights Adjusting base salaries and bonus targets for our NEOs to align their cash compensation with our compensation philosophy and their role within the Company; and granting long-term equity awards in the form of both restricted stock units and stock options that generally vest over multiple years and align our executive compensation with the interests of our stockholders. 3 2024 PROXY STATEMENT Compensation Philosophy and Objectives Our executive compensation program is designed to: Link pay to performance Encourage long-term commitment and align the interests of our executive officers with those of our stockholders by placing a substantial portion of pay at risk through performance goals Promote internal pay equity Motivate and reward superior performance that supports our business and strategic plans and contributes to the long-term success of the Company Attract, develop, and retain an experienced and highly qualified executive officer team We meet these objectives through our compensation mix, including base salary, short-term incentives, and long-term incentives. Executive Chairman Target Compensation Mix Chief Executive Officer Target Compensation Mix Other Named Executive Officers Target Compensation Mix What We Do What We Don't Do Maintain a compensation committee composed entirely of independent members of the board of directors Use an independent comp

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