{"url_path":"/sec/mara/8-k/2026-07-09/item-7-01","section_key":"item-7-01","section_title":"Item 7.01 ****Regulation FD Disclosure**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-09","source_url":"https://www.sec.gov/Archives/edgar/data/1507605/0000950142-26-002012-index.html","accession_number":"0000950142-26-002012","cik":"0001507605","ticker":"MARA","issuer_name":"MARA Holdings, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1507605/0000950142-26-002012-index.html","primary_entity_key":"0001507605","primary_entity_name":"MARA Holdings, Inc."},"word_count":589,"has_tables":true,"body_markdown":"** **\n\n**Item 7.01****Regulation FD Disclosure**\n\n \n\n**Press Release**\n\n \n\nOn July 9, 2026, the Company issued a press release\nannouncing the Transaction. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.\n\n \n\nThe information in this Item 7.01 to this Current\nReport on Form 8-K, including Exhibit 99.1, is intended to be furnished and shall not be deemed to be “filed” for purposes\nof Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities\nof that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended,\nor the Exchange Act, except as expressly set forth by specific reference in such a filing.\n\n \n\n   \n\n \n\n \n\n**Forward-Looking Statements**\n\n** **\n\nThis Current Report on Form 8-K and other reports\nfiled by the Company from time to time with the Securities and Exchange Commission contain forward-looking statements within the meaning\nof the federal securities laws. All statements, other than statements of historical fact, included in this Current Report on Form 8-K\nare forward-looking statements. The words “may,” “will,” “could,” “anticipate,” “expect,”\n“intend,” “believe,” “continue,” “target” and similar expressions or variations or negatives\nof these words are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying\nwords. Such forward-looking statements include, among other things, statements related to the occurrence of any event, change or other\ncircumstance that could give rise to the exercise of any return or forfeiture right under, the Purchase Agreement; the Company’s\nplanned development of the Site as a digital infrastructure campus; the expected power capacity (including as a result of the agreement\nto acquire Long Ridge Energy & Power), scalability and performance of the Site; the anticipated ability to commercialize the Site’s\npower capacity for Bitcoin mining and/or high-performance computing workloads; and the anticipated benefits of the Transaction to the\nCompany. Such forward-looking statements are based on management’s current expectations about future events as of the date hereof\nand involve many risks and uncertainties that could cause the Company’s actual results to differ materially from those expressed\nor implied in these forward-looking statements. Subsequent events and developments, including actual results or changes in the Company’s\nassumptions, may cause the Company’s views to change. Readers are cautioned not to place undue reliance on such forward-looking\nstatements. All forward-looking statements included herein are expressly qualified in their entirety by these cautionary statements. Actual\nresults may differ materially from those indicated by such forward-looking statements as a result of various important factors, including\nuncertainties related to market conditions, the risk that the Transaction disrupts the Company’s current plans and operations or\ndiverts management’s attention from its ongoing business, the effect of the announcement of the Transaction on the ability of the\nCompany to retain and hire key personnel and maintain relationships with others with whom it does business, the effect of the announcement\nof the Transaction on the Company’s operating results and business generally and the other factors discussed in the “Risk\nFactors” section of the Company’s most recent Annual Report on Form 10-K filed with the U.S. SEC and the risks described in\nother filings that the Company may make from time to time with the SEC. Any forward-looking statements contained in this Current Report\non Form 8-K speak only as of the date hereof, and the Company specifically disclaims any obligation to update any forward-looking statement,\nwhether as a result of new information, future events, or otherwise, except to the extent required by applicable law."}