Marqeta (MQ) Proxy filing summary

Voting matters and shareholder proposals

• Four Class II director nominees are up for election to serve until the 2029 annual meeting or until successors are qualified.

• Ratification of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026 is proposed.

• Proposal to amend the Certificate of Incorporation for a 1-for-4 reverse stock split and related reduction of authorized Common and Preferred Stock.

• Proposal to amend the Certificate of Incorporation to provide for officer exculpation as permitted by Delaware law.

• Advisory vote on the compensation of named executive officers (say-on-pay) is included.

Board of directors and corporate governance

• Director nominees include Najuma Atkinson, Martha Cummings, Judson Linville, and Michael Milotich.

Executive compensation and say-on-pay

• Shareholders are asked to approve, on a non-binding advisory basis, the compensation of named executive officers.