SC 13G/A: Marqeta, Inc.

AI Summary

SC 13G/A filing by Marqeta, Inc..

Risk Assessment

Risk Level: low

Key Financial Figures

• $0.0001 — (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class o

Filing Documents

• marqeta13gajgardner-may620.htm (SC 13G/A) — 40KB
• 0001864306-24-000010.txt ( ) — 41KB

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a

Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). (e) An investment advisor in accordance with 240.13d-1(b)(1)(ii)(E) (f) An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F) (g) A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G) (h) A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813) (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3) (j) A non-U.S. institution in accordance with 240.13d–1(b)(1)(ii)(J) (k) Group, in accordance with 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with 240.13d–1(b)(1)(ii)(J), please specify the type of institution ____

Ownership

Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned 51,511,083 shares which includes (i) 17,710,000 shares of Class A Common Stock and 19,425,479 shares of Class B Common Stock held by the Gardner 2008 Living Trust dated March 22, 2008 for which Mr. Gardner serves as co-trustee, and exercises voting and investment control, (ii) 1,255,730 shares of Class B Common Stock held directly by Mr. Gardner, (iii) 712,807 shares of Class B Common Stock held by the Jason Gardner 2022 GRAT dated November 23, 2022 for which Mr. Gardner is trustee, (iv) 712,807 shares of Class B Common Stock held by the Jocelyne Gardner 2022 GRAT dated November 23, 2022 for which Mr. Gardner is trustee and (v) 2,438,530 shares of Class B Common Stock subject to outstanding options exercisable within 60 days of May 6, 2024. Also (i) includes (i) 1,255,730 shares of Class B Common Stock held by the spouse of Mr. Gardner and (ii) 8,000,000 shares of Class B Common Stock held by trusts for the benefit of Mr. Gardner's children, for Page 3 of 5 pages which shares Mr. Gardner disclaims beneficial ownership and exercises no voting or investment control. These shares of Class B Common Stock are being included for completeness. (b) Percent of class 10.696% (percentage ownership is calculated based on 481,592,609 shares of Class A Common Stock outstanding as of May 6, 2024, assuming that only the shares of Class B Common Stock held by Mr. Gardner were converted into Class A Common Stock and assumes that the 2,438,530 shares of common stock underlying the stock options are deemed outstanding pursuant to SEC Rule 13d-3(d)(1)(i)). In the event that all outstanding shares of Class B Common Stock were converted into shares of Class A Common Stock, the percentage ownership reported in row 11 above would be 9.942%. (c) Number of shares as to which the person has (i) S

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 five percent of the class of securities, check the following

Ownership of More than Five Percent on Behalf of Another Person

Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person. Not applicable.

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.

Certifications

Item 10. Certifications. Not applicable. Page 4 of 5 pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. May 14, 2024 Date s Jason Gardner Jason Gardner Page 5 of 5 pages

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