Business Context and Reporting Period
This Form 8-K filing by Marqeta, Inc. (Nasdaq: MQ) reports a significant corporate governance event dated September 8, 2025. The filing announces the appointment of Michael (Mike) Milotich as Chief Executive Officer (CEO) and a member of the Board of Directors, effective immediately.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. This report focuses exclusively on executive compensation and appointment details.
- CEO Base Salary: $600,000 annually.
- Annual Incentive Bonus: Eligible for up to 100% of base salary ($600,000).
- Equity Grant: Restricted Stock Units (RSUs) with an approximate value of $5.0 million.
- Vesting Schedule: Quarterly installments over three years, contingent on continuous service.
Material Changes
The primary material change is the transition of leadership. Mr. Milotich, who has served as CFO since February 2022 and Interim CEO since February 2025, is now the permanent CEO. He will continue to serve as CFO during the search for a new Chief Financial Officer. No financial performance changes are reported in this document.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or discussion of market risks. The only noted contingency is the vesting of the $5.0 million RSU grant, which is subject to Mr. Milotich remaining in continuous service through the applicable vesting dates. The company also notes eligibility for severance and change in control benefits under the Executive Severance Plan.
Investor Verification Checklist
- Verify the timeline for the search and appointment of a new Chief Financial Officer.
- Review the specific performance metrics tied to the 100% annual incentive bonus under the Executive Bonus Plan.
- Confirm the total equity compensation package details in the full offer letter referenced as an exhibit in future filings.
- Monitor subsequent filings for the formal separation of the CEO and CFO roles.