Marqeta, Inc.

Our board of directors (the “Board”) is soliciting your proxy to vote at the 2026 Annual Meeting of Stockholders of Marqeta, Inc., including any adjournments, continuations, or postponements (the “Annual Meeting”) for the purposes set forth in this proxy statement for our Annual Meeting (the “Proxy Statement”). In this Proxy Statement, we refer to Marqeta, Inc. as “Marqeta,” the “Company,” “we,” “us,” or “our.” The contents of our websites are not intended to be incorporated by reference into this Proxy Statement or in any other report or document we file with the Securities and Exchange Commission (the “SEC”), and any references to our websites in this Proxy Statement are intended to be inactive textual references only, unless specifically noted otherwise.

This summary highlights information contained elsewhere in this Proxy Statement and does not contain all of the information you should consider when voting. Please carefully read the entire Proxy Statement and our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (“fiscal year 2025”) (the “2025 Annual Report”) before voting.

2025 Financial and Operating Highlights

Marqeta had a transformative fiscal year 20251:

•Total Processing Volume (“TPV”) increased by 31% year-over-year, from $291 billion in 2024, to $383 billion in 2025.

•Net Revenue of $625 million, increased by $118 million, or 23% year-over-year, primarily driven by increased volumes, partially offset by unfavorable mix due to faster growth of card programs where we provide processing services with minimal or no program management.

•Gross Profit increased by 24% year-over-year to $437 million in 2025, from $352 million in 2024, primarily due to TPV growth. Gross margin was 70% for the year ended December 31, 2025.

•Net Loss of $14 million in 2025 compared to Net Income of $27 million in 2024. The change was primarily driven by the $145 million one-time reversal of share-based compensation recognized in 2024 related to the forfeiture of the Executive Chairman Long-Term Performance Award, as well as increases in gross profit growth and operating efficiency.

•Adjusted EBITDA for the year ended December 31, 2025 was $110 million, an $80 million year-over-year improvement.

(1)See reconciliation in Annex I - Key Operating Metric and Non-GAAP Financial Measures.

Our Director Nominees

You are being asked to vote on the election of the following four Class II director nominees. Detailed information about each director can be found beginning on page 9.

About Marqeta

Marqeta’s mission is modernizing financial services by making the entire payment experience native and delightful. Marqeta’s modern platform empowers our customers to create customized and innovative payment card programs, giving them configurability and flexibility. When our customers come to us to build a payments solution, they are not just building a card, they are building a payments experience.

Our platform encompasses debit, prepaid, and credit programs, and provides banking and money movement, risk management, and rewards products. We deliver a scaled solution to our customers to maximize the benefit of their card programs while also providing the tech layer that bridges the bank and the customer. Marqeta’s open APIs provide instant access to a highly scalable, cloud-based payment infrastructure that enables customers to embed the payments experience into apps or websites for a personalized user experience. Customers can launch and manage their own card programs, issue cards, and authorize and settle payment transactions quickly using our platform.

We also deliver robust card program management, allowing our customers to embed Marqeta in their offering without having to build certain complex elements or customer support services. Our customers can focus on their areas of expertise, with more control over their card programs, while we manage the complexity of running the card programs with issuing banks and card networks.

Our Board of Directors

Our directors possess a diverse range of skills, experience, qualifications, and perspectives, as well as a range of tenures, that allow the Board to effectively oversee the business, ensuring alignment with long term strategic decisions and the interests of our stockholders.

See page 9 for individual details for each director, including experience and qualifications.

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Corporate Governance Highlights

Strong corporate governance practices are key to achieving our performance goals while maintaining the trust and confidence of our stockholders, customers, and other stakeholders. Our corporate governance practices are described in more detail beginning on page 15 and in our Corporate Governance Guidelines, which can be found at www.investors.marqeta.com/governance/governance-overview.

Executive Compensation Highlights

You are being asked to vote on an advisory basis on the compensation paid to the Company’s NEOs as described in this Proxy Statement, including the Compensation Discussion & Analysis and Compensation Tables beginning on page 36.

Our executive compensation program is designed to:

•Recruit, reward, and retain highly qualified executive officers. •Align the long-term interests of stockholders and executive officers.•Motivate our executive officers by giving them a stake in our growth.•Provide compensation packages that are competitive and reasonable relative to peers, the overall market, and individual performance.

We meet these objectives through our compensation mix, including base salary, short-term incentives, including annual cash incentives (“ACI”), and long-term incentives.

*Excludes retention arrangements. May not add to 100% due to rounding.

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