What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2023-03-16 compared with 2022-03-10 · 38 added, 34 removed, 29 unchanged (71% of the section changed)

1 unchanged sentence

common stock is currently quoted on The NASDAQ Capital Market under the symbol “MARA”.

of March 9, 2022, there were 249 holders of record of 103,052,069 shares of the Company’s Common Stock.

of March 13, 2023, there were 254 holders of record of 167,247,030

shares of the Company’s Common Stock.

Authorized for Issuance under Equity Compensation Plans

24 unchanged sentences

Plan category

of securities to be issued upon exercise

outstanding options,

warrants and rights

of securities

remaining available for future issuance under equity compensation

Equity compensation plans approved

by security holders

Equity compensation plans not approved by security

issuances of unregistered securities

September 30, 2019, the Company consummated the purchase of 6000 S-9 Bitmain 13.5 TH/s Bitcoin Antminers (“Miners”) from

SelectGreen Blockchain Ltd., a British Columbia corporation, for which the purchase price was $4,086,250 or 2,335,000 shares of its common

stock at a price of $1.75 per share.

As a result of an exchange cap requirement imposed in conjunction with the Company’s Listing

of Additional Shares application filed with Nasdaq to the transaction, the Company issued 1,276,442 shares of its common stock which

represented $2,233,773 of the $4,086,250 (constituting 19.9% of the issued and outstanding shares on the date of the Asset Purchase Agreement)

and upon the receipt of shareholder approval, at the Annual Shareholders Meeting to be held on November 15, 2019, the Company can issue

the balance of the 1,058,558 unregistered common stock shares.

The shareholders did approve the issuance of the additional shares at

the Annual Shareholders Meeting.

The Company has issued and additional 474,808 at $0.90 per share.

On March 30, 2020, the Company has

issued an additional 350,250 shares at $1.75 per share.

The $513,700 set forth on the balance sheet for mining servers payable reflects

the fair value of 583,750 shares to be issued at $0.88 per share to conclude the purchase of the Miners at December 31, 2020.

recorded change in fair value of mining payable of $66,547 and $507,862 during the year ended December 31, 2021 and 2019, respectively.

As of December 31, 2021, there is no requirement for the Company to make a payment in cash in lieu of issuing the remaining shares.

to year end, on January 14, 2021, the Company sold its inventory of approximately 5,900 S9, 13.5 TH/s miners.

As such, management determined

that those crypto-currency machines were impaired by a total of $871,302 based upon an assessment as of December 31, 2021.

June 1, 2020, the Company issued 2,023,739 shares at $0.60 per share pursuant to the conversion of $999,106 of principal and $215,137

of interest related to the extinguishment of the Convertible Note.

October 6, 2020, the Company issued 6,000,000 shares at $1.87 per share pursuant to the Long Term Prepaid Service Contract with Liefern

LLC and Lucky Liefern LLC each receiving 3,000,000 shares for the operation and servicing of the Hardin, Montana facility through September

Number of securities to be issued upon exercise of outstanding options, warrants and rights

Weighted-average exercise price of outstanding options, warrants and rights

Number of securities remaining available for future issuance under equity compensation plans

Equity compensation plans approved by security holders

Equity compensation plans not approved by security holders

Repurchases of Securities

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis is intended

as a review of significant factors affecting our financial condition and results of operations for the periods indicated.

The discussion

should be read in conjunction with our Consolidated Financial Statements and the notes presented herein.

In addition to historical information,

the following Management’s Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements

that involve risks and uncertainties.

Our actual results could differ significantly from those expressed, implied, or anticipated in

these forward-looking statements as a result of certain factors discussed herein and any other periodic reports filed and to be filed

with the Securities and Exchange Commission.

Note Regarding Forward-Looking Statements

report and other documents that we file with the Securities and Exchange Commission contain forward-looking statements that are based

on current expectations, estimates, forecasts and projections about our future performance, our business, our beliefs, and our management’s

Statements that are not historical facts are forward-looking statements.

Words such as “expect,” “outlook,”

“forecast,” “would,” “could,” “should,” “project,” “intend,”

“plan,” “continue,” “sustain”, “on track”, “believe,” “seek,”

“estimate,” “anticipate,” “may,” “assume,” and variations of such words and similar expressions

are often used to identify such forward-looking statements, which are made pursuant to the safe harbor provisions of the Private Securities

Litigation Reform Act of 1995.

These forward- looking statements are not guarantees of future performance and involve risks, assumptions,

and uncertainties, including, but not limited to, those described in our reports that we file or furnish with the Securities and Exchange

Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual

results may vary materially from those indicated or anticipated by such forward-looking statements.

Accordingly, you are cautioned not

to place undue reliance on these forward-looking statements, which speak only as of the date they are made.

Except to the extent required

by law, we undertake no obligation to update publicly any forward-looking statements after the date they are made, whether as a result

of new information, future events, changes in assumptions or otherwise.

of Previously Issued Financial Statements

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity