MARA Plans 60% Increase in Authorized Shares for Issuance
Bitcoin mining giant MARA is calling on shareholders to vote on a proposal to increase its total authorized shares for issuance from 500 million to 800 million.
In a proxy statement filed Friday, MARA seeks to amend its restated articles of incorporation to raise the cap on its authorized common stock. If approved, the plan will not immediately result in new shares being issued. However, it will open the door for potential shareholder dilution through additional stock offerings or stock-based acquisitions.
Simultaneously, MARA issued 13 million shares of Series X Preferred Stock to the company’s lead independent director, Douglas Mellinger, for the sole purpose of voting on the share authorization proposal.
Each Series X share carries 1,000 votes, which will automatically mirror the proportion of the votes cast “for” and “against” the proposal by MARA’s common stockholders, amplifying their collective decision.
Throughout 2024, MARA has increased its outstanding common stock from 222 million to 321 million shares as of November 5, resulting in a 49% dilution of shareholders due to extensive equity financing.
During the first nine months of 2024, MARA raised over $1.1 billion through stock offerings to fund acquisitions, facility expansions, and miner purchases, strengthening its leading hashrate position. The company boosted its realized hashrate capacity by 84% year-over-year, reaching 47.21 EH/s in December.
In August 2024, one of MARA’s closest competitors, CleanSpark, also sought to double its authorized shares, a proposal that was later approved in a special shareholder meeting. Together, public mining companies raised $4.82 billion through equity financing during the first three quarters of 2024, as they compete for hashrate dominance despite Bitcoin’s hashprice squeeze following the halving.
