MARA Holdings, Inc. filed a current report on Form 8-K dated November 9, 2026, and attached as Exhibit 99.1 its official third-quarter shareholder letter. The filing index is on the SEC EDGAR page for accession number 0001507605-26-000026, and the letter itself is the exhibit at q326shareholderletter.htm. The letter covers both the quarter ended September 30, 2026, and a set of after-quarter capital actions that are easy to mix together if a reader only skims a headline about bitcoin sales.
The after-quarter headline is official and large. “Subsequent to quarter-end, we sold 13,597 bitcoin at approximately $81,039, with proceeds of approximately $1.1 billion.” In a bullet in the same letter, the company says it “used $750.0 million to fully repay our Bitcoin-collateralized term loans,” and that “the repayment resulted in the return of 17,477 bitcoin previously pledged as collateral.” Those sales and the loan repayment occurred after September 30. They are not third-quarter revenue, and they are not included in the September 30 holdings table as if they had already happened. The quarter-end stack was 34,012 bitcoin in total. This article keeps the quarterly operating results and the later balance-sheet actions on their official dates.
Official third-quarter operating results
- Revenue was $164.2 million, down 35 percent from $252.4 million in the third quarter of 2025.
- Net income was $632.1 million, or $1.28 per diluted share, compared with $123.1 million, or $0.27 per diluted share, a year earlier. Weighted-average diluted shares were 496,385,479, versus 470,126,290.
- Adjusted EBITDA, a non-GAAP measure used in the letter, increased to $857.7 million from $395.6 million.
- Energized hashrate rose 18 percent to 71.2 exahash per second from 60.4 exahash per second.
- The company mined 2,247 bitcoin in the quarter and purchased none. It sold 3,891 bitcoin during the quarter at an average price of $75,300. Production is also described as 2,247 bitcoin at an average price of $71,688.
- Purchased energy cost per bitcoin at owned sites was $39,674, compared with $39,235 a year earlier. Cost per kilowatt-hour was $0.04. Cost per petahash per day improved 2 percent to $30.8 from $31.3.
- Total blocks won increased 2 percent to 644 from 633.
- As of September 30, bitcoin holdings were valued at approximately $2.8 billion, based on a spot price of $83,556 per bitcoin cited in the letter. Cash and cash equivalents were $946.5 million, up from $547.1 million at December 31, 2025. Combined cash and bitcoin, including bitcoin loaned and pledged as collateral, was approximately $3.8 billion at quarter-end.
The revenue decline and the net-income increase can sit in the same quarter because a bitcoin miner’s reported earnings are heavily influenced by the fair-value movement in coins already held, not only by the coins produced in the period. The letter itself later points readers to “the close relationship between the mark-to-market impact on the company’s bitcoin holdings relative to its reported net income (loss).” This article does not treat $632.1 million of net income as if it were $632.1 million of cash generated by the 2,247 newly mined coins. Cash, sales proceeds, and accounting income are officially different lines, and they should stay that way.
| Official Q3 2026 item | Q3 2025 | Q3 2026 |
|---|---|---|
| Revenue | $252.4 million | $164.2 million |
| Net income | $123.1 million | $632.1 million |
| Diluted EPS | $0.27 | $1.28 |
| Adjusted EBITDA | $395.6 million | $857.7 million |
| Energized hashrate | 60.4 EH/s | 71.2 EH/s |
| Bitcoin mined | — | 2,247 |
| Bitcoin purchased | — | None |
| Bitcoin sold in the quarter | — | 3,891 at a $75,300 average |
| Blocks won | 633 | 644 |
| Purchased energy cost per BTC, owned sites | $39,235 | $39,674 |
The September 30 holdings table, before the after-quarter sale
The letter includes a holdings breakdown as of September 30, 2026, that is more useful than a single “stack” headline:
| Category as of September 30, 2026 | Quantity (BTC) |
|---|---|
| Bitcoin, unrestricted | 14,752 |
| Bitcoin, loaned | 1,408 |
| Bitcoin, pledged as collateral | 17,852 |
| Loaned and pledged subtotal, as presented | 19,260 |
| Total | 34,012 |
The letter also says that 1,408 bitcoin were loaned to counterparties under lending arrangements, generating approximately $2.5 million of interest income during the quarter, and that “approximately 57 percent of our total holdings were activated through our digital asset management strategy.” Those are official activity figures for the quarter, not the later repayment. After quarter-end, the company says the $750.0 million repayment “released all BTC that had been pledged as collateral, leaving less than 5 percent of our BTC holdings loaned or pledged,” and that the repayment returned 17,477 bitcoin previously pledged. The 17,852 coins pledged at September 30 and the 17,477 coins later returned are official figures from different dates; this article does not force them into a single undocumented reconciliation.
For the nine months ended September 30, 2026, the company “sold approximately 26,984 bitcoin for $1.9 billion in proceeds.” That year-to-date total is also as of quarter-end. The 13,597-coin sale came later and is in addition to that nine-month figure. In 2025, the letter says, MARA “changed our strategy to permit sales of bitcoin generated from operations and in 2026 we expanded this strategy to allow for sales of bitcoin held on our balance sheet.” “We expect to continue to monetize bitcoin to enhance our financial flexibility, including to provide liquidity” for uses the letter lists elsewhere, among them AI infrastructure opportunities, convertible-note puts that become exercisable next year, and potential share repurchases. Those are forward-looking capital-allocation statements, not completed 2027 transactions.
Why the company says it sold coins after the quarter closed
The letter ties the after-quarter sale to debt reduction and to a broader shift away from a pure “hold every coin” miner treasury model. “After quarter-end, we repaid $750M of BTC-backed debt with proceeds from Bitcoin sales.” Together with “the $1.4 billion, or 37 percent of total debt reduced since the beginning of the year, this repayment decreased our exposure to bitcoin price volatility.” Another passage says the company “sold 13,597 bitcoin at an average price of approximately $81,039, generating $1.1 billion in proceeds,” after having “borrowed against bitcoin while it was trading around $64,000,” and that “disciplined and patient execution enabled us to capture an estimated net benefit of $170.0 million.” The $170.0 million figure is the company’s own estimated net benefit, presented in the official letter; it is not a GAAP line in the condensed statements of operations reproduced here, and it should be labeled as management’s estimate.
The same capital-allocation section announces a share-repurchase authorization, also after quarter-end. “After quarter-end, our Board of Directors authorized a share repurchase program of up to $500M of our common stock.” The letter says the company may repurchase shares from time to time in open-market purchases, privately negotiated transactions or other means in accordance with SEC regulations, and that the program “does not obligate us to repurchase any particular amount and may be modified, suspended or terminated at any time.” An authorization is not a completed buyback. This article does not invent a number of shares already repurchased under that new program.
The strategic context, in the company’s own opening language, is a move from a miner that simply accumulated bitcoin toward a firm that “maximize[s] the value of every megawatt (MW) we control” and wants “signed customer agreements, completed projects, and durable free cash flow.” The letter describes advanced tenant discussions, a target of signing two leases before year-end with the caveat that “market conditions are fluid and that timing could slip into next year,” FERC approval at Long Ridge with a closing expected “in the coming weeks, subject to customary conditions,” authorized power of 485 megawatts expected to increase to a 505 megawatt nameplate in the first half of 2027, and rights to develop a Matagorda County, Texas, site with up to 2 gigawatts of power capacity, with payments to sellers contingent on power being approved and with none made to date. Exaion, the GPU-as-a-service business, “signed a four-year $79M GPU-as-a-service contract on 100% take-or-pay terms with its first US customer,” and “customer demand has built a pipeline of over $3 billion in total contract value, with approximately $1 billion of that targeted for delivery by the end of 2027.” The letter immediately adds: “These are indications of demand and are not yet contracted or committed.” That last sentence is as important as the $3 billion figure.
How to read the sale next to the rest of the bitcoin market
Thirteen thousand five hundred ninety-seven bitcoin is a large single-company sale, and it arrived in a market that had already been absorbing official U.S. inflation data, softer risk sentiment, and institutional fund-flow pressure. Those macro and flow stories are documented separately, including in our account of bitcoin’s move after the October CPI print and in the completed November 10 spot bitcoin ETF flow table. This article does not claim that the MARA sale caused any particular daily candle, and it does not treat unfinished November 12 ETF rows as zeros. The official fact is simpler: a listed miner with 34,012 bitcoin at September 30 later sold 13,597 coins, repaid $750.0 million of bitcoin-backed loans, and said it may sell more for defined corporate purposes.
The sale also sits beside a different corporate-treasury choice announced in the same week. Strategy Inc.’s official November 9 Form 8-K reported purchases of bitcoin, not sales, over the November 2 to November 8 window. Those two official filings can be read side by side as evidence that “corporate bitcoin” is not a single strategy. One official letter describes monetizing coins to cut pledged debt and to fund flexibility. The other official 8-K describes using common-stock proceeds to add coins and, separately, to repurchase preferred stock. Merging them into a single “institutions are buying” or “institutions are selling” slogan would erase the documents.
Readers who want a mechanical method for watching listed-fund flows, as opposed to corporate 8-Ks, already have a guide to reading official U.S. spot bitcoin and ether ETF flow tables. Corporate letters and ETF tables are not interchangeable. An ETF creation or redemption is a fund-flow print. A miner’s after-quarter coin sale is a company-level inventory and financing decision. Both can matter for available supply. Only the official letter can tell a reader how many coins MARA sold, at what approximate average price, and what the proceeds were used to repay.
Cost, power and the earlier 2026 sales already on the books
The letter’s cost section is easy to overlook once the $1.1 billion after-quarter sale takes over the headline, but it is the official record of what it cost MARA to produce bitcoin in the third quarter. Purchased energy costs, defined as the amount paid to power providers for power consumed in owned bitcoin-mining operations, were $48.1 million, compared with $43.1 million in the prior-year period, a 12 percent increase. Cost per coin at owned sites still rose only modestly, to $39,674 from $39,235, because output and fleet efficiency also changed. Cost per petahash per day improved by 2 percent. Those are unit-cost figures for owned sites. They are not an all-in cash cost per coin after depreciation, taxes, interest, or corporate overhead, and the letter should not be rewritten as if they were.
The same liquidity discussion records earlier 2026 sales that are sometimes confused with the 13,597-coin after-quarter transaction. A page in the letter notes “15,133 BTC sold to retire ~$1.0B of converts,” a distinct earlier operation. For the first nine months of 2026 the company sold approximately 26,984 bitcoin for $1.9 billion. In July, it “sold 3.8 million shares of common stock representing our year-to-date ATM usage” and “had approximately $1.5 billion of capacity remaining as of September 30, 2026.” The letter says management believes existing liquidity resources provide “sufficient flexibility to meet our obligations and fund our growth initiatives over the next twelve months and beyond.” That is a liquidity opinion in an official letter, not an audited going-concern footnote reproduced here in full, and it is dated as of the letter, not as of a later market date.
The company’s official description of itself at the back of the letter is no longer only “a bitcoin miner.” MARA is described as “a global, energy-backed digital infrastructure enterprise” that acquires, develops and operates “scarce powered assets at scale, with 1.9 GW of energized capacity today across nearly 20 sites on 4 continents, and a clear path to approximately 4.8 GW.” The “path” language is prospective. The 1.9 gigawatt figure is the official current energized-capacity claim in that description. The Long Ridge and Matagorda items discussed earlier are part of how the company says it might get from one number to the other, and both still have closing or approval conditions. This article does not add those conditional megawatts to the 1.9 gigawatt current figure.
Mark-to-market accounting is the bridge between a 35 percent revenue decline and a more than fivefold increase in net income. When the coins already on the balance sheet rise in value, reported earnings can expand even if the firm mined fewer dollars of new revenue. When they fall, the same accounting can reverse. The letter’s $2.8 billion holdings value used $83,556 per bitcoin as of September 30. The after-quarter sale at approximately $81,039 is a realized price on 13,597 coins, not a new official valuation of the remaining stack. Anyone who wants a current holdings total has to wait for a later official update; this article will not subtract 13,597 from 34,012 and call the arithmetic an official post-sale total, because the sale also released pledged coins and because loaned coins, unrestricted coins and any later purchases or sales are not fully rolled forward in a single official post-sale table in the letter.
One more official distinction is worth keeping in any later reuse of these figures. The letter reports both an in-quarter average sale price of $75,300 on 3,891 coins and an after-quarter average of approximately $81,039 on 13,597 coins. Those averages apply to different tickets, on different dates, and they should not be blended into a single unofficial year-to-date unit price unless a later official filing provides one. The nine-month proceeds figure of $1.9 billion on approximately 26,984 coins is the official year-to-date total through September 30; it already has its own implied average, and even that average would still exclude the after-quarter ticket. For a document-based reader, the clean approach is to cite each official ticket on its official date and to leave any blended average unpublished until the company publishes one.
Limits, non-GAAP items and unfinished events
Several figures in the letter are not U.S. GAAP net income: adjusted EBITDA, the estimated $170.0 million net benefit, the $3 billion demand pipeline, and the $2.8 billion and $3.8 billion spot-based valuations. The $83,556 bitcoin price used to value holdings is the letter’s stated spot reference as of September 30, not a later live price. Forward-looking items — lease timing, the Long Ridge closing, Matagorda power approval, convertible-note puts, future coin sales, and the $500 million repurchase program — remain incomplete. The official November 4 offering announcement is the source used here for the 30-year sale; the November 12 30-year competitive close had not yet been published as an official result. Friday’s October producer-price index remains unreleased and is not used here as if it had been published.
Frequently asked questions
Where is the official source for the 13,597-bitcoin sale?
MARA’s official Q3 2026 shareholder letter, filed as Exhibit 99.1 to the November 9, 2026, Form 8-K. The letter says the sale was subsequent to quarter-end, at approximately $81,039, for proceeds of approximately $1.1 billion.
Were those coins sold during the third quarter?
No. The quarter ended September 30, 2026. The 13,597-coin sale is described as after quarter-end. During the quarter itself, the letter says the company sold 3,891 bitcoin at an average price of $75,300 and mined 2,247 bitcoin.
How many bitcoin did MARA report at September 30?
A total of 34,012, including 14,752 unrestricted, 1,408 loaned and 17,852 pledged as collateral, according to the official holdings table in the letter.
What were the proceeds used for, officially?
The letter says $750.0 million was used to fully repay bitcoin-collateralized term loans, returning 17,477 pledged bitcoin. It also describes a broader intention to use bitcoin sales to build cash for AI infrastructure opportunities, convertible-note puts, and potential share repurchases.
Is the $500 million buyback already completed?
No. The letter says the board authorized a program of up to $500 million after quarter-end and that the program does not obligate the company to repurchase any particular amount.
Sources and research limits
The primary source is the official shareholder letter filed with the SEC on November 9, 2026, as Exhibit 99.1 to Form 8-K, accession 0001507605-26-000026. Financial-statement figures are taken from that exhibit’s highlights and condensed statements language as retrieved in this run. The article does not invent a post-sale holdings total, a live bitcoin price, or a causal link to any one day’s ETF flows.
