MQ on Nasdaq

Marqeta

Logo: marqeta.com4

Fintech company based in Oakland, founded in 20101

In its 2026 annual report the company says: “Marqeta’s modern platform empowers our customers to create customized and innovative payment card programs, giving them configurability and flexibility. Our platform encompasses debit, prepaid, and credit programs, and provides banking and money movement, risk management, and rewards products. We deliver a scaled solution to our customers to maximize the benefit of their card programs while also providing the tech layer that bridges the bank and the customer.”8 Its shares trade on Nasdaq under the symbol MQ.1

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Last updated Oct 21, 2026.

Overview

$624.9MRevenue, fiscal 20255
-$13.9MNet income, fiscal 20255
2010Founded1

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  • TickerMQ on Nasdaq1
  • Industryfintech1
  • HeadquartersOakland1
  • Websitewww.marqeta.com
  • Legal formDelaware corporation1
  • Business address180 Grand Avenue, 6Th Floor, Oakland, Ca 946126
  • Filer categoryLarge accelerated filer6
  • LEI254900UZARK0FMZGZE183
  • StatusActive3
  • LEI statusIssued and current3
  • Registered addressC/O CORPORATION SERVICE COMPANY, 19808 Wilmington, United States3
  • Registered withDivision of Corporations, Department of State, 48943193
Marqeta image from its website
Image: marqeta.com4

Marqeta’s mission is modernizing financial services by making the entire payment experience native and delightful. Marqeta’s modern platform empowers our customers to create customized and innovative payment card programs, giving them configurability and flexibility. When our customers come to us to build a payments solution, they are not just building a card, they are building a payments experience.8 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

70.0%Gross margin5
-7.4%Operating margin5
-2.2%Net margin5
23.3%Revenue growth, 20255
-1.8%Return on equity5
$160.8MFree cash flow5

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Platform Service Revenue, Net brought in 95% of the revenue Marqeta broke down this way in fiscal 2025.

  1. Platform Service Revenue, Net$594.1M595%up 23% from 2024
  2. Other Services Revenue$30.7M55%up 21% from 2024
Products and services by year
Products and services202320242025
Platform Service Revenue, Net$654.6M$481.7M$594.1M
Other Services Revenue$21.6M$25.3M$30.7M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue30¢$187.6M
  • Other costs70¢$436.7M
  • Income tax0¢$596.0K

Out of $624.9M in revenue.5 The company lost money this year.

Where each dollar of operating cash went, fiscal 2025

  • Capital spending0¢$1.8M
  • Share buybacks100¢$391.4M

Out of $162.6M of cash from operations. Spending exceeded cash from operations; the rest came from savings or borrowing.5

Financial statements

Revenue91011125$624.9M in 2025+336% since 2019
0$200.0M$400.0M$600.0M$800.0M2019: $143.3M$143.3M20192020: $290.3M$290.3M2020+103%2021: $517.2M$517.2M2021+78%2022: $748.2M$748.2M2022+45%2023: $676.2M$676.2M2023−10%2024: $507.0M$507.0M2024−25%2025: $624.9M$624.9M2025+23%
Gross profit91011125$437.3M in 2025+623% since 2019
0$200.0M$400.0M$600.0M2019: $60.5M$60.5M20192020: $117.9M$117.9M2020+95%2021: $231.7M$231.7M2021+97%2022: $320.0M$320.0M2022+38%2023: $329.5M$329.5M2023+3%2024: $351.8M$351.8M2024+7%2025: $437.3M$437.3M2025+24%
Operating income91011125-$46.4M in 2025−21% since 2019
-$300.0M-$200.0M-$100.0M02019: -$58.9M-$58.9M20192020: -$47.1M-$47.1M2020−20%2021: -$162.0M-$162.0M2021+244%2022: -$209.8M-$209.8M2022+30%2023: -$283.0M-$283.0M2023+35%2024: -$24.5M-$24.5M2024−91%2025: -$46.4M-$46.4M2025+90%
Net income91011125-$13.9M in 2025−76% since 2019
-$300.0M-$200.0M-$100.0M0$100.0M2019: -$58.2M-$58.2M20192020: -$47.7M-$47.7M2020−18%2021: -$163.9M-$163.9M2021+244%2022: -$184.8M-$184.8M2022+13%2023: -$223.0M-$223.0M2023+21%2024: $27.3M$27.3M20242025: -$13.9M-$13.9M2025

Every line of the income statement as filed: the last 3 fiscal years, latest first.5

Period ending2025-12-312024-12-312023-12-31
Net revenue$624.9M$507.0M$676.2M
Costs of revenue$187.6M$155.1M$346.7M
Gross profit$437.3M$351.8M$329.5M
Compensation and benefits$340.4M$397.6M$446.4M
Technology$65.0M$60.1M$55.6M
Professional services$21.9M$20.1M$21.7M
Occupancy$3.8M$6.0M$4.4M
Depreciation and amortization$27.2M$17.5M$10.7M
Marketing and advertising$5.1M$3.0M$2.6M
Other operating expenses$20.4M$16.8M$18.0M
Executive chairman long-term performance award$0-$144.6M$53.2M
Total operating expenses$483.7M$376.3M$612.5M
Loss from operations-$46.4M-$24.5M-$283.0M
Other income, net$33.1M$52.5M$52.4M
(Loss) income before income tax expense (benefit)-$13.3M$28.1M-$230.6M
Income tax expense (benefit)$596.0K$793.0K-$7.6M
Net (loss) income-$13.9M$27.3M-$223.0M
Net (loss) income attributable to common stockholders, basic-$13.9M$27.3M-$223.0M
Net (loss) income attributable to common stockholders, diluted-$13.9M$27.3M-$223.0M
Change in foreign currency translation adjustment$2.1M-$468.0K-$40.0K
Net change in unrealized (loss) gain on short-term investments-$243.0K-$608.0K$8.0M
Net other comprehensive income (loss)$1.8M-$1.1M$8.0M
Comprehensive (loss) income-$12.1M$26.2M-$215.0M
Basic (in dollars per share)-$0$0-$0
Diluted (in dollars per share)-$0$0-$0
Basic (in shares)462.2M shares511.1M shares532.5M shares
Diluted (in shares)462.2M shares518.8M shares532.5M shares

Compare Marqeta with another company

Corporate structure

Marqeta sits at the top of its group. 12 entities, 9 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Marqeta

  • Marqeta Oakland, California, United States
    • 1000163449 Ontario Inc. Subsidiary · Canada
    • Marqeta Australia Pty Ltd Subsidiary · Australia
    • Marqeta do Brasil Processadora e Servicos LTDA Subsidiary · Brazil
    • Marqeta Singapore Pte. Ltd. Subsidiary · Singapore
    • Marqeta sp. z.o.o. Subsidiary · Poland
    • Marqeta UK Ltd Subsidiary · United Kingdom
    • TRANSACT PAYMENTS LIMITED Subsidiary · Gibraltar, Gibraltar
    • Transact Payments Malta (Holdings) Limited Subsidiary · Malta
    • Transact Payments Malta Limited Subsidiary · Malta
    • Transact Payments Services Group Limited Subsidiary · Gibraltar
    • Transact Payments Services Limited UK Subsidiary · United Kingdom

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Marqeta reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$108.2M5 Dec 31, 2025$67.3M5 Dec 31, 2024+60.7%
Accumulated depreciation$48.3M5 Dec 31, 2025$29.8M5 Dec 31, 2024+62.0%
Property and equipment, net$59.9M5 Dec 31, 2025$37.5M5 Dec 31, 2024+59.7%
Operating-lease assets (leased space)$8.3M5 Dec 31, 2025$2.7M5 Dec 31, 2024+205.1%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$709.4M5 Dec 31, 2025$923.0M5 Dec 31, 2024−23.1%
Marketable securities, current$62.5M5 Dec 31, 2025$179.4M5 Dec 31, 2024−65.2%
Debt securities available for sale$62.5M5 Dec 31, 2025$179.4M5 Dec 31, 2024−65.2%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$154.7M5 Dec 31, 2025$123.5M5 Dec 31, 2024+25.2%
Intangible assets, net (excluding goodwill)$51.4M5 Dec 31, 2025$29.8M5 Dec 31, 2024+72.6%
Finite-lived intangibles, gross$48.1M5 Dec 31, 2025$41.0M5 Dec 31, 2024+17.2%
Accumulated amortization$18.6M5 Dec 31, 2025$11.2M5 Dec 31, 2024+65.3%
Finite-lived intangibles, net$29.5M5 Dec 31, 2025$29.8M5 Dec 31, 2024−0.9%

Properties, in its own words

Our principal executive office is located in Oakland, California, under a lease agreement expiring in 2028. We also lease additional facilities in London, United Kingdom, Warsaw, Poland, Sliema, Malta, and Queensway, Gibraltar. We believe that our existing facilities are suitable to support our current and near-term operational needs.

Item 2 of the 10-K filed Feb 24, 2026.8

Leadership

Who has led Marqeta, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (29)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • 1000163449 Ontario Inc. Canada7
  • Marqeta Australia Pty Ltd Australia7
  • Marqeta Singapore Pte. Ltd. Singapore7
  • Marqeta UK Ltd United Kingdom7
  • Marqeta do Brasil Processadora e Servicos LTDA Brazil7
  • Marqeta sp. z.o.o. Poland7
  • Transact Payments Limited Gibraltar7
  • Transact Payments Malta (Holdings) Limited Malta7
  • Transact Payments Malta Limited Malta7
  • Transact Payments Services Group Limited Gibraltar7
  • Transact Payments Services Limited UK United Kingdom7

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Aug 25, 20268-K Executive or director change52
  2. Aug 13, 20268-K Executive or director change53
  3. Aug 13, 20268-K Executive or director change54
  4. Aug 4, 20268-K Results of operations; Executive or director change; Other events55
  5. Jul 1, 20268-K Bylaws or fiscal year changed56
  6. Jun 11, 20268-K Shareholder vote; Other events57
  7. May 8, 20268-K Executive or director change58
  8. May 5, 20268-K Results of operations59
  9. Mar 4, 2026New chief executive Michael Milotich becomes CEO17
  10. Feb 24, 20268-K Results of operations60
  11. Jan 7, 20268-K Executive or director change61
  12. Dec 8, 20258-K Other events62
  13. Nov 5, 20258-K Results of operations63
  14. Feb 10, 2023New chief executive Simon Khalaf becomes CEO18
  15. Jun 8, 2021New chief executive Jason M. Gardner becomes CEO19
  16. 2010Founded Founded1

Calendar

Coming up

  1. Nov 3, 2026 · After the closeReports results for the quarter ending Sep/2026 A year earlier it reported ($0.04) a share, on Nov 5, 2025.64

When it reported results

  1. Aug 4, 2026Reported quarterly or annual results55
  2. May 5, 2026Reported quarterly or annual results59
  3. Feb 24, 2026Reported quarterly or annual results60
  4. Nov 5, 2025Reported quarterly or annual results63
  5. Aug 6, 2025Reported quarterly or annual results65
  6. May 7, 2025Reported quarterly or annual results66
  7. Feb 26, 2025Reported quarterly or annual results67
  8. Nov 4, 2024Reported quarterly or annual results68

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

425 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 50 major events, 248 insider forms, 47 large holders, 60 other. The latest 20:

  1. Oct 8, 2026SCHEDULE 13G/A EDGAR
  2. Sep 18, 20264 EDGAR
  3. Sep 16, 20264 EDGAR
  4. Sep 16, 2026144 EDGAR
  5. Sep 16, 20264 EDGAR
  6. Sep 16, 20264 EDGAR
  7. Sep 3, 20264 EDGAR
  8. Sep 3, 20264 EDGAR
  9. Sep 3, 20264 EDGAR
  10. Sep 2, 20263 EDGAR
  11. Sep 2, 20264 EDGAR
  12. Sep 1, 2026144 EDGAR
  13. Aug 25, 20268-K EDGAR
  14. Aug 21, 20264 EDGAR
  15. Aug 17, 20264 EDGAR
  16. Aug 14, 2026SCHEDULE 13G/A EDGAR
  17. Aug 13, 20268-K EDGAR
  18. Aug 13, 20268-K EDGAR
  19. Aug 4, 202610-Q EDGAR
  20. Aug 4, 20268-K EDGAR

The 425 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

47 open-market trades by officers, directors and large owners since October 2021: 5 buys and 42 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 16, 2026Cummings MarthaDirectorSale713$16.01$11.4KForm 4
Sep 15, 2026Sumner CrystalSee RemarksSale1,250$16.39$20.5KForm 4
Sep 1, 2026Sumner CrystalSee RemarksSale1,250$16.27$20.3KForm 4
Aug 14, 2026Cummings MarthaDirectorSale713$16.47$11.7KForm 4
Jul 15, 2026Cummings MarthaDirectorSale713$16.22$11.6KForm 4
Jul 1, 2026Pollak ToddChief Revenue OfficerSale18,750$16.88$316.5KForm 4
Jun 15, 2026Sumner CrystalSee RemarksSale5,056$3.89$19.7KForm 4
Jun 12, 2026Atkinson NajumaDirectorSale10,889$3.80$41.4KForm 4
Jun 12, 2026Paul ElaineDirectorSale18,148$3.80$69.0KForm 4
Jun 12, 2026Cummings MarthaDirectorSale14,831$3.80$56.4KForm 4
May 15, 2026Sumner CrystalSee RemarksSale5,055$3.85$19.5KForm 4
May 15, 2026Cummings MarthaDirectorSale2,853$3.85$11.0KForm 4
Apr 21, 2026Paul ElaineDirectorSale17,452$4.47$78.0KForm 4
Apr 20, 2026Atkinson NajumaDirectorSale9,259$4.44$41.1KForm 4
Apr 15, 2026Sumner CrystalSee RemarksSale5,056$4.12$20.8KForm 4
Apr 15, 2026Cummings MarthaDirectorSale2,853$4.12$11.8KForm 4
Mar 16, 2026Sumner CrystalSee RemarksSale5,055$3.98$20.1KForm 4
Mar 16, 2026Cummings MarthaDirectorSale2,853$3.98$11.4KForm 4
Feb 27, 2026Linville Judson CDirectorBuy25,570$3.93$100.5KForm 4
Feb 17, 2026Sumner CrystalSee RemarksSale5,056$4.00$20.2KForm 4

All 47 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Mike Milotich49$556.5K$11.0M83
2025Crystal Sumner42$460.0K$5.3M83
2025Todd Pollak51$440.0K$5.1M83
2025Simon Khalaf$100.0K$113.5K83
2024Former ChiefExecutive Officer$595.8K$11.4M83
2024Chief Executive Officer$487.5K$5.9M83
2024Chief Administra-tive Officer and Secretary$456.7K$4.6M83
2024Chief Revenue Officer$433.3K$4.2M83
2023Former ChiefExecutive Officer$571.5K$16.3M83
2023Chief Revenue Officer$400.0K$13.6M83
2023Chief Executive Officer$475.0K$3.6M83

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Congress Asset Management Co1,592,210$25.9M0.2%New
Marshall Wace, Llp844,803$3.4M0.0%New
Dark Forest Capital Management LP328,753$1.3M0.1%New
SBI Securities Co., Ltd.181,476$736.8K0.0%New
Public Employees Retirement System Of Ohio129,424$525.5K0.0%New
Price T Rowe Associates Inc /md/45,481,645$184.7K0.0%New
Ensign Peak Advisors, Inc37,595$152.6K0.0%New
Cornerstone Investment Partners, LLC32,743$132.9K0.0%New
T. Rowe Price Investment Management, Inc.25,410,871$103.2K0.1%New
Parallel Advisors, LLC6,694$27.2K0.0%New
EverSource Wealth Advisors, LLC1,728$7.0K0.0%New
Essential Partners LLC955$3.9K0.0%New
Rothschild Investment LLC934$3.8K0.0%New
Fortitude Family Office, LLC667$2.7K0.0%New
Strategic Wealth Partners, Ltd.300$1.2K0.0%New
Harbor Capital Advisors, Inc.138,849$5640.0%New
Creative Capital Management Investments LLC52$2110.0%New
Bay Harbor Wealth Management, LLC23$930.0%New
LRI Investments, LLC13$530.0%New
Raffa Wealth Management, LLC3$120.0%No change

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Marqeta is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARMarqeta, Inc.2
  • CIK0001522540
  • Employer ID (EIN)27-43066908
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company8
  • Incorporated inDelaware8
  • Fiscal year endsDecember 312
  • Industry code (SIC)7372 Services-Prepackaged Software2
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance2
  • Business address180 Grand Avenue, 6Th Floor, Oakland, CA 946122
  • Phone1-510-671-54372
  • Shares outstanding394,378,510 Common Class A shares; 32,833,382 Common Class B shares as of Feb 20, 20268
  • Public float$2.3B as of Jun 30, 20258
  • AuditorKPMG LLP, San Francisco, California PCAOB ID 185; it also attests to the company’s internal control over financial reporting8
  • On EDGAR sinceJun 13, 20112
  • Filings498 in all: 4 (252), 8-K (50), 3 (34), 144 (31), SC 13G/A (27), 10-Q (16), SC 13G (13), DEFA14A (8)2
    All 35 form types

    SCHEDULE 13G/A (8), S-8 (6), 10-K (5), DEF 14A (5), ARS (4), CORRESP (4), UPLOAD (4), 5 (3), D (3), SCHEDULE 13G (3), 8-K/A (2), DRS/A (2), DRSLTR (2), S-1/A (2), SEC STAFF LETTER (2), 3/A (1), 40-APP (1), 424B4 (1), 8-A12B (1), APP NTC (1), APP ORDR (1), CERT (1), D/A (1), DRS (1), EFFECT (1), PRE 14A (1), S-1 (1)

  • Latest filingsAnnual report (10-K) Feb 24, 2026
    Quarterly report (10-Q) Aug 4, 2026
    Proxy statement (DEF 14A) Apr 21, 2026
    Latest 8-K (8-K) Aug 25, 2026

Securities registered for trading

ClassSymbolExchange
Class A common stock, $0.0001 par value per shareMQNasdaq

From the cover page of the 10-K filed Feb 24, 2026 (Section 12(b) of the Exchange Act).8

Risk factors and legal proceedings

The risks Marqeta names in Item 1A of its 10-K filed Feb 24, 2026: 46 risks under these headings, as written.8

  • Risks Relating to Our Business and Industry
  • We have experienced rapid growth and our past growth rates may not be indicative of future growth rates. If we fail to manage growth effectively, our business and financial results may be adversely affected.
  • Future net revenue growth depends on our ability to attract new customers and retain existing customers in a cost-effective manner.
  • We participate in markets that are competitive and continuously evolving, and, if we do not compete successfully, our business, results of operations, financial condition, and future prospects may be adversely affected.
  • We currently generate significant net revenue from a small number of customers, including our largest customer, Block, and the loss of any of these significant relationships or decline in net revenue from these customers, including as a result of renewals on less favorable terms, could adversely affect our business, results of operations, financial condition, and future prospects.
  • We have a history of net losses and we may not be able to achieve or sustain profitability.
  • Our results fluctuate significantly and may not fully reflect the underlying performance of our business, making it difficult to accurately forecast future results. If our results fail to meet the expectations of financial analysts or investors, our stock price and the value of your investment could decline.
  • We rely on our relationships with Issuing Banks and Card Networks, and if we are unable to maintain these relationships, our business may be adversely affected.
  • Performance issues, systems failures, and interruptions in the availability of our platform may adversely affect our business, results of operations, and financial condition.
  • Any real or perceived improper or unauthorized use of, disclosure of, or access to our or our customers’ and other third parties’ confidential, proprietary, or sensitive data, including by cyberattacks, security breaches or incidents, or employee or other misconduct, could expose us to liability and damage our reputation.
  • Our business depends on a strong, trusted brand, and any failure to maintain, protect, enhance, and effectively market our brand would adversely affect our business.
  • Our new products and technologies have a limited performance history, and any failure to execute on our related strategy could have an adverse impact on our business and financial condition.
The other 35 risks
  • If our credit platform or other credit programs are inaccurate, do not perform as intended, or lack sufficient capacity to meet demand, our business may be adversely affected.
  • If we fail to anticipate, adapt to, or keep pace with new technologies and develop new services and capabilities for our platform, our business and future growth could be harmed.
  • Issues relating to our use of AI technologies, including generative and agentic AI, combined with an uncertain legal and regulatory environment, could materially and adversely affect our business, financial condition, and results of operations.
  • We may continue to expand operations internationally where we have limited operating experience and may be subject to increased business, economic, and regulatory risks that could adversely impact our operations and financial results.
  • Our business is exposed to risks associated with the handling of client funds.
  • We may incur losses relating to the settlement of payment transactions on our platform.
  • We may incur losses relating to illegal and fraudulent activity on our platform.
  • Failure to attract and retain key personnel, including senior management and other highly skilled employees, could adversely affect our business.
  • We may require additional capital to support our business, and this capital might not be available on acceptable terms, if at all.
  • Strategic transactions, including acquisitions, investments, partnerships, and collaborations, could fail to achieve strategic objectives, divert the attention of management, disrupt our ongoing operations, dilute stockholder value, and may adversely affect our business and financial results. We may be unable to successfully integrate any acquired businesses and technology.
  • Litigation, disputes, regulatory actions, and government or legal investigations could be costly and time-consuming to defend, and our business may be adversely affected by our involvement or the outcome of such litigation, disputes, actions, or investigations.
  • We rely on third parties to provide certain products and services, and their failure to perform those services or comply with legal or regulatory requirements could adversely affect our business and financial results.
  • Indemnity provisions in various agreements potentially expose us to substantial liability and risk of loss.
  • If our estimates or judgments relating to our accounting policies prove to be incorrect, our results of operations could be adversely affected.
  • Risks Relating to Regulation
  • Laws, regulations, and industry standards related to privacy and data governance, and our actual or perceived failure to comply with such obligations, could adversely affect our business and financial results.
  • A portion of our net revenue is derived from Interchange Fees and changes in Interchange Fees or Interchange Fee regulations, or in interpretation of existing regulations, could adversely affect our business, results of operations, and financial condition.
  • Changes to the rules or practices set by Card Networks or our failure to comply with their rules and practices could adversely affect our business.
  • We are subject to anti-money laundering, anti-bribery and corruption (“AB&C”), sanctions, and similar laws, and non-compliance with such laws and regulations can subject us to criminal penalties or significant fines, adversely affect our business and reputation, or have other adverse consequences for us.
  • We may be subject to governmental export controls and economic sanctions regulations that could impair our ability to compete in international markets and could subject us to liability if we fail to comply.
  • If we fail to maintain an effective system of disclosure controls and procedures or internal control over financial reporting, our ability to report timely and accurate financial results or comply with applicable regulations could be impaired, and our business, operating results, and the price of our Class A common stock may be adversely affected.
  • Changes in financial accounting standards or practices may cause adverse, unexpected financial reporting fluctuations and affect our results of operations.
  • Changes in tax laws or regulations could have a material adverse effect on our business, results of operations, and financial conditions.
  • We may have exposure to greater-than-anticipated tax liabilities, which may materially and adversely affect our business, results of operations, and financial condition.
  • Our ability to use our net operating losses and other tax attributes to offset future taxable income may be subject to certain limitations.
  • Risks Relating to Intellectual Property
  • If we fail to adequately protect our intellectual property rights, our business could be adversely affected and we could incur additional expenses to protect our rights.
  • Our use of open source software could adversely affect our ability to sell our products.
  • We may be accused of infringing the intellectual property rights of third parties.
  • Risks Relating to Ownership of Our Class A Common Stock
  • The trading price of our Class A common stock has been and is likely to continue to be volatile, which could cause the value of your investment to decline.
  • The dual class structure of our common stock has the effect of concentrating voting control with those stockholders who hold shares of our Class B common stock, including our directors, executive officers, and their affiliates. As a result of the dual class structure of our common stock, the trading price of our Class A common stock may be depressed.
  • Our issuance of additional capital stock may dilute your ownership and adversely affect the market price of our Class A common stock.
  • We do not intend to pay dividends on our Class A common stock in the foreseeable future and, consequently, the ability of Class A common stockholders to achieve a return on investment will depend on appreciation in the trading price of our Class A common stock.
  • Provisions in our charter documents and under Delaware law could make an acquisition of our company more difficult, limit attempts by our stockholders to replace or remove our current board of directors, and limit the trading price of our Class A common stock.
  • Our amended and restated bylaws designate state or federal courts located within the State of Delaware as the exclusive forum for certain litigation that may be initiated by our stockholders, potentially limiting stockholders’ ability to obtain a favorable judicial forum for disputes with us.
  • We cannot guarantee that our share repurchase program will enhance long-term stockholder value. Share repurchases could also affect the trading price of our stock and may reduce working capital.
  • General Risk Factors
  • Unfavorable conditions in the global economy could adversely affect our business and financial results.

Legal proceedings

From time to time, we may be subject to legal proceedings and claims arising in the ordinary course of business. We are currently involved in the following matter:

On December 9, 2024, a putative securities class action lawsuit, captioned Wai v. Marqeta, Inc., et al., Case No. 24-cv-08874 (N.D. Cal.), was filed in federal court in the Northern District of California (“Court”) against the Company and certain of its current and former officers (“Defendants”) alleging violations of federal securities laws. The lawsuit asserts that during the putative class period of between August 7, 2024 and November 4, 2024, Defendants made false or misleading statements relating to the Company’s performance or revenue and gross profit expectations in violation of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder.

The opening of Item 3, Legal Proceedings.8

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