Marathon Digital Holdings Inc (MARA)

[edjohnson]

Hi patentminer,

Just wanted to make a small correction.
He didn't purchase a stock. He bought 500k warrants, that will become exercisable on 6/14/2017 at a price of $1.70.

https://www.sec.gov/Archives/edgar/data/1088219/000091957417000073/xslF345X02/p442017.xml


I'm not sure how he was able to acquire more shares without reporting it as he is 10% owner, and has been for a while.

Back in 2013, he reported owning 740,326, which included 523,980 shares of common stock and 216,346 shares of common stock underlying warrants, which represented 13.3% of O/S at the time.

https://www.sec.gov/Archives/edgar/data/1088219/000152153613001032/q1101364_jfeinberg13g-mara.htm

So, after the split, he would have had 1,480,652. I haven't seen any additional filings from him. It could be that the new amount 2,668,284 indicates there was stock purchase in this December financing, as well (besides the warrants purchase). That is I'm not too sure about.

Interesting enough, in 2013 he entered into consulting agreement, which would have given him 100,000 more shares (200,000 after split), but the agreement was terminated in 2014. Then, in 2015, there was a settlement with him.

Here is the more info:

Original Agreement:

"On November 13, 2013, we entered into a two year consulting agreement with Jeff Feinberg (the “Feinberg Agreement”), pursuant to which we agreed to grant Mr. Feinberg a restricted stock unit (“RSU”) for 100,000 shares of our restricted common stock. The RSU vests in two installments: 50% on the one-year anniversary of the Feinberg Agreement (the “First Vesting”) and the remaining 50% on the second year anniversary of the Feinberg Agreement (the “Second Vesting”). The shares of common stock will be issued upon Mr. Feinberg’s meeting each of the two vesting requirements. During the first six months, the Feinberg Agreement can be terminated without any vesting under certain circumstances described in the Feinberg Agreement. If the Feinberg Agreement is terminated following the First Vesting but prior to the Second Vesting, the RSU is subject to acceleration of the Second Vesting under certain circumstances also described in the Feinberg Agreement. Mr. Feinberg is the trustee of The Feinberg Family Trust and holds voting and dispositive power over the shares held by The Feinberg Family Trust, which is a 10% beneficial owner of our common stock."

Then, termination:

On November 18, 2013, we entered into a consulting agreement with Jeff Feinberg (“Feinberg Agreement”), pursuant to which we agreed to grant Mr. Feinberg 100,000 shares of our restricted Common Stock; 50% of which shall vest on the one-year anniversary of the Feinberg Agreement and the remaining 50% of which shall vest on the second year anniversary of the Feinberg Agreement. Mr. Feinberg is the trustee of The Feinberg Family Trust and holds voting and dispositive power over shares held by The Feinberg Family Trust, which is a 10% beneficial owner of our Common Stock. On September 9, 2014, the company terminated the Feinberg Agreement and no shares vested.

Then, settlement:

On March 13, 2015, the company entered into a settlement and release agreement with Jeff Feinberg related to the termination of the Feinberg Agreement on September 9, 2014.


I wonder if the settlement was due to the termination after 6 month since the agreement has passed? Who knows, who cares :)