0001493152-24-017861.txt : 20240506 0001493152-24-017861.hdr.sgml : 20240506 20240506090516 ACCESSION NUMBER: 0001493152-24-017861 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240501 FILED AS OF DATE: 20240506 DATE AS OF CHANGE: 20240506 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Khan Salman Hassan CENTRAL INDEX KEY: 0001907413 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36555 FILM NUMBER: 24916052 MAIL ADDRESS: STREET 1: 25651 BIRCHLEAF CT CITY: VALENCIA STATE: CA ZIP: 91381 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MARATHON DIGITAL HOLDINGS, INC. CENTRAL INDEX KEY: 0001507605 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] ORGANIZATION NAME: 06 Technology IRS NUMBER: 010949984 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1180 N. TOWN CENTER DRIVE STREET 2: SUITE 100 CITY: LAS VEGAS STATE: NV ZIP: 89144 BUSINESS PHONE: (800) 804-1690 MAIL ADDRESS: STREET 1: 1180 N. TOWN CENTER DRIVE STREET 2: SUITE 100 CITY: LAS VEGAS STATE: NV ZIP: 89144 FORMER COMPANY: FORMER CONFORMED NAME: Marathon Patent Group, Inc. DATE OF NAME CHANGE: 20130222 FORMER COMPANY: FORMER CONFORMED NAME: American Strategic Minerals Corp DATE OF NAME CHANGE: 20111213 FORMER COMPANY: FORMER CONFORMED NAME: VERVE VENTURES INC DATE OF NAME CHANGE: 20101210 4 1 ownership.xml X0508 4 2024-05-01 0 0001507605 MARATHON DIGITAL HOLDINGS, INC. MARA 0001907413 Khan Salman Hassan C/O MARATHON DIGITAL HOLDINGS, INC. 101 NE THIRD AVENUE, SUITE 1200 FORT LAUDERDALE FL 33301 0 1 0 0 Chief Financial Officer 0 Common Stock 2024-05-01 4 A 0 1083293 0.00 A 1924660 D Reflects a grant of long-term incentive performance-based restricted stock units (the "LTIP Performance RSUs") made to the Reporting Person under the Issuer's 2018 Equity Incentive Plan on May 1, 2024 (the "Grant Date"). Each LTIP Performance RSU represents a contingent right to receive one share of the Issuer's common stock, par value $0.0001 per share. As further described in Exhibit 99 hereto, the number of LTIP Performance RSUs reported represents the maximum achievable award for 2024 (200% of the target award). The final number of shares of LTIP Performance RSUs will be determined based on the Issuer's achievement of a pre-determined performance metric relating to total stockholder return, subject to the Reporting Person's continued service to the Issuer through each vesting date. /s/ Zabi Nowaid, Attorney-in-Fact for Salman Hassan Khan 2024-05-06 EX-99 2 ex99.htm

 

Exhibit 99

 

The LTIP Performance RSUs vest based upon the Issuer’s achievement of a pre-determined performance metric relating to total stockholder return (“TSR”). The number of LTIP Performance RSUs reported herein reflects the number of LTIP Performance RSUs that will be earned by the Reporting Person upon the Company’s achievement of 200% of the target amount of the TSR metric, and is equal to $22,500,000 divided by the average closing price over the prior 100 consecutive trading days as determined on the Grant Date. However, the actual number of LTIP Performance RSUs that will vest is based upon achievement of the TSR target metric and may range from achievement of 0% to 200% of the target, such that the number of LTIP Performance RSUs reported herein reflects the maximum number of shares that may be earned by the Reporting Person. Following the determination of the number of LTIP Performance RSUs earned, 25% of the grant will vest on January 31, 2025, and the remaining portion of the grant will vest in 12 quarterly installments of 6.25% thereafter, subject to the Reporting Person’s continued service to the Issuer through each vesting date.