MARA Holdings, Inc. 10-Q

ITEM 5. OTHER INFORMATION Director and Officer Trading Plans and Arrangements On May 28, 2025 , Fred Thiel , Chief Executive Officer and Chairman of the Board , entered into a 10b5-1 Plan . Mr. Thiel’s 10b5-1 Plan provides for the potential sale of up to 357,565 shares of the Company’s common stock between the first potential sale date on September 17, 2025 and the expiration of the 10b5-1 Plan on September 30, 2026 . 57 Table of Contents ITEM 6. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES The following exhibits are filed as part of this Quarterly Report. Exhibit Number Exhibit Description Form Date of First Filing Exhibit Number Provided Herewith 3.1 Restated Articles of Incorporation of the Company Form 10-K 3/3/2025 3.1 3.2 Amended and Restated Bylaws of the Company Form 10-K 3/3/2025 3.2 10.1 Second Amendment to MARA Holdings, Inc. Amended and Restated 2018 Equity Incentive Plan Form 8-K 6/27/2025 10.1 31.1 Certificate of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 X 31.2 Certificate of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 X 32.1* Certification of the Chief Executive Officer and Chief Financial Officer pursuant to U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 X 101.INS Inline XBRL Instance Document X 101.SCH Inline XBRL Taxonomy Extension Schema Document X 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document X 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document X 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document X 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document X 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) X * This certification is not deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference. 58 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: July 29, 2025 MARA HOLDINGS, INC. By: /s/ Fred Thiel Name: Fred Thiel Title: Chief Executive Officer and Chairman of the Board (Principal Executive Officer) By: /s/ Salman Khan Name: Salman Khan Title: Chief Financial Officer (Principal Financial and Accounting Officer) 59