--- schema_version: "secwatch.filing_event.v1" accession: "0001522540-26-000043" form_type: "8-K" ticker: "MQ" cik: "0001522540" company_name: "Marqeta, Inc." filed_at: "2026-06-11T20:05:15+00:00" generated_at: "2026-06-11T20:11:38.701491+00:00" event_type: "other_material" sentiment: "negative" materiality_score: 0.65 calibrated_materiality_score: 0.65 confidence: "high" source: SEC EDGAR --- # Marqeta shareholders approve 1-for-4 reverse stock split ## Summary - Shareholders approved a 1-for-4 reverse split of Class A and Class B common and preferred stock; authorized share count reduced. - Certificate of amendment expected to be filed no later than June 30, 2026 to effect the reverse split. - All four Class II director nominees elected: Atkinson (436.7M for), Cummings (408.5M), Linville (458.7M), Milotich (494.8M). - Ratification of KPMG as auditor for FY2026 approved: 574.1M for, 1.6M against. - Non-binding advisory say-on-pay passed with 389.6M for, 106.7M against. ## SEC filing metadata - accession: 0001522540-26-000043 - form_type: 8-K - ticker: MQ - cik: 0001522540 - company_name: Marqeta, Inc. - filed_at: 2026-06-11T20:05:15+00:00 - event_type: other_material - sentiment: negative - materiality_score: 0.65 - calibrated_materiality_score: 0.65 - confidence: high - sec_items: 5.07, 8.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1522540/000152254026000043/0001522540-26-000043-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1522540/000152254026000043/mq-20260610.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001522540-26-000043 - JSON: https://secwatch.observer/filing/0001522540-26-000043.json - Plain text: https://secwatch.observer/filing/0001522540-26-000043.txt ## Key facts - Shareholder Votes Marqeta, Inc. shareholders approved Election of four Class II director nominees at the 2026-06-10 meeting. - Proposal: director election - Outcome: passed - Meeting: 2026-06-10 source text: Proposal 1 : Holders of the Company’s Class A and Class B common stock voted to elect the four Class II director nominees to the Company’s Board of Directors, each to hold office until the annual meeting of stockholders in 2029 and until their successors have been duly elected and qualified or until such director’s earlier death, resignation, or removal. The final voting results are as follows: Nominee For Withheld Broker Non-Votes Najuma Atkinson 436,680,233 60,646,356 78,811,104 Martha Cummings 408,511,946 88,814,643 78,811,104 Judson (Jud) Linville 458,659,825 38,666,764 78,811,104 Michael (Mike) Milotich 494,797,547 2,529,042 78,811,104 evidence_url: https://www.sec.gov/Archives/edgar/data/1522540/000152254026000043/0001522540-26-000043-index.htm - Shareholder Votes Marqeta, Inc. shareholders approved Amendment to Amended and Restated Certificate of Incorporation to provide for officer exculpation as permitted by Delaware law at the 2026-06-10 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2026-06-10 source text: Proposal 4 : Holders of the Company’s Class A and Class B common stock voted to approve an amendment to the Company's Amended and Restated Certificate of Incorporation to provide for officer exculpation as permitted by Delaware law. The final voting results are as follows: For: 391,167,767 Against: 105,868,988 Abstain: 289,834 Broker Non-Votes: 78,811,104 evidence_url: https://www.sec.gov/Archives/edgar/data/1522540/000152254026000043/0001522540-26-000043-index.htm - Shareholder Votes Marqeta, Inc. shareholders approved Amendment to Amended and Restated Certificate of Incorporation to effect a 1-for-4 reverse stock split and related reduction of authorized Common Stock and Preferred Stock at the 2026-06-10 meeting. - Proposal: reverse split - Outcome: passed - Meeting: 2026-06-10 source text: Proposal 3 : Holders of the Company’s Class A and Class B common stock voted to approve an amendment to the Company's Amended and Restated Certificate of Incorporation to effect a 1-for-4 reverse stock split and related reduction of the Company's authorized Common Stock and Preferred Stock. There were no broker non-votes on this proposal. The final voting results are as follows: For: 556,674,402 Against: 19,097,624 Abstain: 365,667 evidence_url: https://www.sec.gov/Archives/edgar/data/1522540/000152254026000043/0001522540-26-000043-index.htm - Shareholder Votes Marqeta, Inc. shareholders approved Ratify the selection of KPMG LLP as independent registered public accounting firm for fiscal year ending December 31, 2026 at the 2026-06-10 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2026-06-10 source text: Proposal 2 : Holders of the Company’s Class A and Class B common stock voted to ratify the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. There were no broker non-votes on this proposal. The final voting results are as follows: For: 574,083,887 Against: 1,562,679 Abstain: 491,127 evidence_url: https://www.sec.gov/Archives/edgar/data/1522540/000152254026000043/0001522540-26-000043-index.htm - Shareholder Votes Marqeta, Inc. shareholders approved Non-binding advisory vote on the compensation paid to named executive officers at the 2026-06-10 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2026-06-10 source text: Proposal 5 : Holders of the Company’s Class A and Class B common stock voted to approve, on a non-binding advisory basis, the compensation paid to the Company’s named executive officers. The final voting results are as follows: For: 389,625,862 Against: 106,659,393 Abstain: 1,041,334 Broker Non-Votes: 78,811,104 evidence_url: https://www.sec.gov/Archives/edgar/data/1522540/000152254026000043/0001522540-26-000043-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.