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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Marin Software Incorporated
SEC Filings (Chronological Order)
På denne siden finner du en fullstendig, kronologisk liste over SEC-arkiveringer, med unntak av eierskaps-arkiveringer som vi leverer andre steder.
| September 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| September 5, 2025 |
15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-35838 Marin Software Incorporated (Exact name of registrant as s |
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| September 5, 2025 |
Exhibit 2.1 Case 25-11263-LSS Doc 121-1 Filed 08/29/25 Page 1 of 96 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 MARIN SOFTWARE INCORPORATED,1 Case No. 25-11263 Debtor. ORDER CONFIRMING SECOND AMENDED COMBINED DISCLOSURE STATEMENT AND PLAN OF REORGANIZATION OF MARIN SOFTWARE INCORPORATED UNDER CHAPTER 11 OF THE BANKRUPTCY CODE Upon the filing by Marin Softwa |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 29, 2025 |
As filed with the Securities and Exchange Commission on August 29, 2025 As filed with the Securities and Exchange Commission on August 29, 2025 Registration No. |
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| August 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| August 22, 2025 |
Case 25-11263-LSS Doc 108 Filed 08/20/25 Page 1 of 53 Case 25-11263-LSS Doc 108 Filed 08/20/25 Page 1 of 53 Debtor's Name: Marin Software Incorporated Case No. |
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| August 14, 2025 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-35838 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o |
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| August 4, 2025 |
IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Exhibit 99.1 CONFIRMATION VERSION IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: MARIN SOFTWARE INCORPORATED,1 Debtor. Chapter 11 Case No. 25-11263 (LSS) FIRST AMENDED COMBINED DISCLOSURE STATEMENT AND PLAN OF REORGANIZATION OF MARIN SOFTWARE INCORPORATED UNDER CHAPTER 11 OF THE BANKRUPTCY CODE James E. O’Neill (DE Bar No. 4042) Debra I. Grassgreeen (admitted pro hac vic |
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| August 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 24, 2025 |
Exhibit 16.1 July 24, 2025 U.S. Securities and Exchange Commission Office of the Chief Accountant 100 F Street, NE Washington, DC 20549 Re: Marin Software Incorporated File No. 001-35838 Dear Sir or Madam: We have read Item 4.01 of Form 8-K of Marin Software Incorporated dated July 24, 2025, and agree with the statements concerning our Firm contained therein. Very truly yours, /S/ GRANT THORNTON L |
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| July 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 10, 2025 |
Exhibit 99.1 Marin Software Incorporated Takes Strategic Action to Strengthen Financial Position for Long-Term Growth and Profitability July 10, 2025 Operations continue with no impact to its customers. Positions the Company to execute its transformation strategy, focused on investment to take the Company into the AI age. Enters comprehensive agreement with strategic investor to repay known credit |
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| July 3, 2025 |
Exhibit 10.1 SECURED PROMISSORY NOTE USD$300,000 June 6, 2025 FOR VALUE RECEIVED, MARIN SOFTWARE INCORPORATED, a Delaware corporation (the “Company” and “Borrower”), hereby promises to pay YYYYY, LLC, a Delaware limited liability company with an address at 401 Congress Ave., Suite 2650, Austin, TX 78701, or its assigns (together with any such successors and assigns, “Lender”), the principal sum of |
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| July 3, 2025 |
Exhibit 10.3 EXECUTION VERSION RESTRUCTURING SUPPORT AGREEMENT This RESTRUCTURING SUPPORT AGREEMENT (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of July 1, 2025, is entered into by and among (i) Marin Software Incorporated (the “Debtor”), (ii) YYYYY, LLC, as lender to the Debtor (the “Prepetition Lender” and the |
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| July 3, 2025 |
Amendment to Amended and Restated Change in Control and Severance Agreement Form of Amendment for Chris Lien Exhibit 10.4 Amendment to Amended and Restated Change in Control and Severance Agreement This Amendment to Amended and Restated Change in Control and Severance Agreement (this “Amendment”) is made as of June 30, 2025 by and between Marin Software Incorporated, a Delaware corporation (the “Company”), and the executive of the Company identified below (the “Executive” |
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| July 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 3, 2025 |
Exhibit 10.2 SENIOR SECURED SUPERPRIORITY DIP PROMISSORY NOTE U.S. $1,200,000 July 3, 2025 For value received, Marin Software Incorporated, as debtor and debtor in possession (the “Debtor”), promises to pay to the order of YYYYY, LLC, a Delaware limited liability company (“5Y” or the “DIP Lender”), the aggregate unpaid principal amount of all advances from time to time outstanding hereunder, toget |
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| June 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| June 20, 2025 |
Marin Software Incorporated Receives Nasdaq Notification Regarding Delisting From Nasdaq Exhibit 99.1 Marin Software Incorporated Receives Nasdaq Notification Regarding Delisting From Nasdaq San Francisco, CA – June 20, 2025 – Marin Software Incorporated (NASDAQ: MRIN) (“Marin,” “we,” “our,” or the “Company”), a provider of digital marketing software for performance-driven advertisers and agencies, announces that, on June 17, 2025, the Company received a notice (the “Notice”) from the |
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| June 12, 2025 |
Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| June 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| June 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1 ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6( |
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| May 23, 2025 |
Exhibit 99.1 Marin Software Incorporated Receives Nasdaq Notification Regarding Late Form 10-Q Filing and Continued Listing Requirements San Francisco, CA – May 23, 2025 – Marin Software Incorporated (NASDAQ: MRIN) (“Marin,” “we,” “our,” or the “Company”), a provider of digital marketing software for performance-driven advertisers and agencies, on May 21, 2025, received a notice (the “Notice”) fro |
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| May 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 15, 2025 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-35838 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1 ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6( |
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| May 7, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 6, 2025 |
Waiver Under Change in Control and Severance Agreement Waiver Under Change in Control and Severance Agreement This Waiver under Change in Control and Severance Agreement (this “Waiver”) is made as of May 1, 2025 by and between Marin Software Incorporated, a Delaware corporation (the “Company”), and the executive of the Company identified below (the “Executive”). |
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| April 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| April 25, 2025 |
CERTIFICATE OF DESIGNATION OF SERIES A PREFERRED STOCK OF MARIN SOFTWARE INCORPORATED Exhibit 4.1 CERTIFICATE OF DESIGNATION OF SERIES A PREFERRED STOCK OF MARIN SOFTWARE INCORPORATED Marin Software Incorporated, a Delaware corporation (the “Corporation”), does hereby certify that, pursuant to the authority conferred upon the Board of Directors by the Restated Certificate of Incorporation of the Corporation (as amended and/or restated from time to time, the “Certificate”), and purs |
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| April 25, 2025 |
MARIN SOFTWARE INCORPORATED SERIES A PREFERRED STOCK PURCHASE AGREEMENT Exhibit 10.1 MARIN SOFTWARE INCORPORATED SERIES A PREFERRED STOCK PURCHASE AGREEMENT This Agreement is made and entered into as of April 25, 2025 (the “Effective Date”) by and between Marin Software Incorporated (the “Company”), a Delaware corporation, and Christopher Lien, an individual (“Purchaser”). In consideration of the mutual promises, covenants and conditions hereinafter set forth, the par |
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| April 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| April 22, 2025 |
Exhibit 99.1 Marin Software Incorporated Receives Nasdaq Notification Regarding Late Form 10-K Filing and Continued Listing Requirements San Francisco, CA – April 22, 2025 – Marin Software Incorporated (NASDAQ: MRIN) (“Marin,” “we,” “our,” or the “Company”), a provider of digital marketing software for performance-driven advertisers and agencies, on April 16, 2025, received a notice (the “Notice”) |
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| April 10, 2025 |
Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 9, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| April 10, 2025 |
PLAN OF LIQUIDATION AND DISSOLUTION OF MARIN SOFTWARE, INC. This Plan of Complete Liquidation and Dissolution (the “Plan”) is intended to constitute a plan of distribution under Section 281(b) of the General Corporation Law of the State of Delaware (“DGCL”) and accomplish the complete liquidation and dissolution of Marin Software Incorporated, a Delaware corporation (such corporation or a successo |
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| April 10, 2025 |
Marin Software Announces Plan of Dissolution FOR IMMEDIATE RELEASE Marin Software Announces Plan of Dissolution San Francisco, CA – April 10, 2025 – Marin Software Incorporated (NASDAQ: MRIN), a provider of digital marketing software for performance-driven advertisers and agencies, today announced that its Board of Directors has approved a Plan of Dissolution and Liquidation (the "Plan of Dissolution"), subject to the approval of Marin Software’s stockholders. |
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| March 31, 2025 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-35838 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o |
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| March 27, 2025 |
AMENDED AND RESTATED CHANGE IN CONTROL AND SEVERANCE AGREEMENT AMENDED AND RESTATED CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Amended and Restated Change in Control and Severance Agreement (the “Agreement”) is entered into by and between Wister Walcott (the “Executive”) and Marin Software Incorporated, a Delaware corporation (the “Company”), to be effective as of March 24, 2025 (the “Effective Date”). |
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| March 27, 2025 |
AMENDED AND RESTATED CHANGE IN CONTROL AND SEVERANCE AGREEMENT AMENDED AND RESTATED CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Amended and Restated Change in Control and Severance Agreement (the “Agreement”) is entered into by and between Bob Bertz (the “Executive”) and Marin Software Incorporated, a Delaware corporation (the “Company”), to be effective as of March 24, 2025 (the “Effective Date”). |
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| March 27, 2025 |
AMENDED AND RESTATED CHANGE IN CONTROL AND SEVERANCE AGREEMENT AMENDED AND RESTATED CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Amended and Restated Change in Control and Severance Agreement (the “Agreement”) is entered into by and between Christopher Lien (the “Executive”) and Marin Software Incorporated, a Delaware corporation (the “Company”), to be effective as of March 24, 2025 (the “Effective Date”). |
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| March 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| March 6, 2025 |
Costs Associated with Exit or Disposal Activities UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2025 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin |
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| October 31, 2024 |
Marin Software Announces Third Quarter 2024 Financial Results Exhibit 99.1 Marin Software Announces Third Quarter 2024 Financial Results San Francisco, CA (October 31, 2024) – Marin Software Incorporated (NASDAQ: MRIN) (“Marin”, “Marin Software” or the “Company”), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the third quarter ended September 30, 2024. “Marin is excited |
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| October 31, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2024 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| October 16, 2024 |
Regulation FD Disclosure, Costs Associated with Exit or Disposal Activities UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2024 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| August 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2024 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| August 1, 2024 |
Marin Software Announces Second Quarter 2024 Financial Results Exhibit 99.1 Marin Software Announces Second Quarter 2024 Financial Results San Francisco, CA (August 1, 2024) – Marin Software Incorporated (NASDAQ: MRIN) (“Marin”, “Marin Software” or the “Company”), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the second quarter ended June 30, 2024. “Marin is transforming |
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| August 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin Soft |
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| July 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2024 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 29, 2024 |
Search Ads Innovation Agreement, dated July 24, 2024, between Google LLC and Marin EXHIBIT 10.1 Contract ID: [*****] Certain identified information has been excluded from this exhibit because (i) it is both not material and would be competitively harmful if disclosed and (ii) it is personal information that may be redacted in accordance with Item 601(a)(6) of Regulation S-K. Information that was omitted has been noted in this document with a placehold idenitifed by the mark [*** |
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| July 29, 2024 |
Marin Software Announces Estimated Preliminary Second Quarter 2024 Financial Results EXHIBIT 99.1 Marin Software Announces Estimated Preliminary Second Quarter 2024 Financial Results San Francisco, CA (July 29, 2024) – Marin Software Incorporated (NASDAQ: MRIN) (“Marin”, “Marin Software” or the “Company”), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced the following estimated preliminary financial results for the s |
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| May 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2024 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin Sof |
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| May 2, 2024 |
Marin Software Announces First Quarter 2024 Financial Results Exhibit 99.1 Marin Software Announces First Quarter 2024 Financial Results San Francisco, CA (May 2, 2024) – Marin Software Incorporated (NASDAQ: MRIN) (“Marin”, "Marin Software" or the “Company”), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the first quarter ended March 31, 2024. "Empowering performance ma |
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| April 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2024 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| April 11, 2024 |
Certificate of Amendment to Restated Certificate of Incorporation of Marin Software Incorporated Exhibit 3.1 MARIN SOFTWARE INCORPORATED CERTIFICATE OF AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION Marin Software Incorporated (the “Corporation”), a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the “General Corporation Law”), does hereby certify that: 1. The name of the corporation is Marin Software Incorporated, and the corporatio |
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| April 5, 2024 |
Marin Software’s Stockholders and Board of Directors Approve Reverse Stock Split Exhibit 99.1 Marin Software’s Stockholders and Board of Directors Approve Reverse Stock Split San Francisco, CA (April 5, 2024) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, announced that at its annual meeting of stockholders held today, stockholders voted to approve a proposal authorizing the Board |
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| April 5, 2024 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2024 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| March 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant Filed by a party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Defi |
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| March 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-35838 Marin Software Incorporated (Exact name |
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| March 5, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Ru |
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| February 23, 2024 |
As filed with the Securities and Exchange Commission on February 23, 2024 As filed with the Securities and Exchange Commission on February 23, 2024 Registration No. |
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| February 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-35838 Marin Software Incorporated (Exact name of registrant as sp |
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| February 23, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rul |
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| February 23, 2024 |
Subsidiaries of the Registrant. Exhibit 21.1 LIST OF SIGNIFICANT SUBSIDIAIRES OF MARIN SOFTWARE INCORPORATED As of December 31, 2023, Marin Software Incorporated had the following subsidiaries: Wholly-Owned Subsidiary Jurisdiction Marin Software Limited Ireland Marin Software Limited United Kingdom Marin Software GmbH Germany Marin Software SARL France Marin Software Pte. Ltd. Singapore Marin Software (Shanghai) Co., Ltd. People |
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| February 23, 2024 |
EXHIBIT 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Marin Software Incorporated (Exact Name of Registrant as Specified in Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.001 par val |
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| February 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2024 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| February 22, 2024 |
Marin Software Announces Fourth Quarter and Full Year 2023 Financial Results EX-99.1 2 mrin-ex991.htm EX-99.1 Exhibit 99.1 Marin Software Announces Fourth Quarter and Full Year 2023 Financial Results San Francisco, CA (February 22, 2024) – Marin Software Incorporated (NASDAQ: MRIN) (“Marin”, "Marin Software" or the “Company”), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the fourth q |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin |
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| November 2, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2023 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| November 2, 2023 |
Marin Software Announces Third Quarter 2023 Financial Results Exhibit 99.1 Marin Software Announces Third Quarter 2023 Financial Results San Francisco, CA (November 2, 2023) – Marin Software Incorporated (NASDAQ: MRIN) (“Marin”, "Marin Software" or the “Company”), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the third quarter ended September 30, 2023. “We’re excited to |
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| October 25, 2023 |
Marin Software Receives Approval to Transfer Listing to Nasdaq Capital Market Exhibit 99.1 Marin Software Receives Approval to Transfer Listing to Nasdaq Capital Market San Francisco, CA (October 24, 2023) – Marin Software Incorporated (NASDAQ: MRIN) (“Marin”, "Marin Software" or the “Company”), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced that on October 24, 2023, the Nasdaq Listing Qualifications departm |
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| October 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2023 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| August 8, 2023 |
As filed with the Securities and Exchange Commission on August 8, 2023 As filed with the Securities and Exchange Commission on August 8, 2023 Registration No. |
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| August 8, 2023 |
EXHIBIT 4.6 MARIN SOFTWARE INCORPORATED AMENDED AND RESTATED 2013 Equity Incentive Plan GLOBAL NOTICE OF STOCK OPTION GRANT You (the “Optionee”) have been granted an option to purchase shares of Common Stock of the Company (the “Option”) under the Marin Software Incorporated (the “Company”) Amended and Restated 2013 Equity Incentive Plan (the “Plan”) subject to the terms and conditions of the Plan |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin Soft |
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| August 8, 2023 |
EXHIBIT 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Marin Software Incorporated (Exact Name of Registrant as Specified in Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.001 par val |
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| August 8, 2023 |
EXHIBIT 4.8 MARIN SOFWARE INCORPORATED (THE “COMPANY”) Amended and Restated 2013 EMPLOYEE STOCK PURCHASE PLAN (“ESPP”) ENROLLMENT/CHANGE FORM SECTION 1: ACTIONS CHECK DESIRED ACTION: AND COMPLETE SECTIONS: Enroll in the ESPP 2 + 3 + 4 + 12 Change Contribution Percentage 2 + 4 + 12 Discontinue Contributions 2 + 5 + 12 SECTION 2: PERSONAL DATA Name: Home Address: Department: SECTION 3: ENROLL |
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| August 3, 2023 |
Marin Software Announces Second Quarter 2023 Financial Results Exhibit 99.1 Marin Software Announces Second Quarter 2023 Financial Results San Francisco, CA (August 3, 2023) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the second quarter ended June 30, 2023. “We're proud of this quarter's progress, notably our enhanced suppo |
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| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2023 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2023 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Defin |
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| May 4, 2023 |
Marin Software Announces First Quarter 2023 Financial Results Exhibit 99.1 Marin Software Announces First Quarter 2023 Financial Results San Francisco, CA (May 4, 2023) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the first quarter ended March 31, 2023. “Marketing faces increasing complexity and the only way to excel is wit |
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| May 4, 2023 |
Amended and Restated 2013 Equity Incentive Plan. EXHIBIT 10.1 MARIN SOFTWARE INCORPORATED AMENDED AND RESTATED 2013 EQUITY INCENTIVE PLAN (Amended and Restated on March 24, 2023) 1. PURPOSE. The purpose of this Plan is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Company, and any Parents and Subsidiaries that exist now or in the future, by off |
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| May 4, 2023 |
Amended and Restated 2013 Employee Stock Purchase Plan EXHIBIT 10.2 Marin Software Incorporated Amended and Restated 2013 Employee Stock Purchase Plan (Amended and Restated on March 24, 2023) 1. Purpose. Marin Software Incorporated adopted the Plan effective as of the date of the IPO. The purpose of this Plan is to provide eligible employees of the Company and the Participating Corporations with a means of acquiring an equity interest in the Company t |
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| May 4, 2023 |
EXHIBIT 10.3 Marin Software Incorporated Compensation Recovery Policy (Adopted April 28, 2023) The Board has determined that it is in the best interests of the Company and its stockholders to adopt this Policy enabling the Company to recover from specified current and former Company executives certain incentive-based compensation in the event of an accounting restatement resulting from material no |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin Sof |
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| May 4, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2023 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2023 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| April 4, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Ru |
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| February 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2022 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-35838 Marin Software Incorporated (Exact name of registrant as sp |
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| February 23, 2023 |
Subsidiaries of the Registrant. Exhibit 21.1 List of Subsidiaries of Marin Software Incorporated as of December 31, 2022 Wholly-Owned Subsidiary Jurisdiction Marin Software Irish Holding Unlimited Company Ireland Marin Software Limited Ireland Marin Software Limited United Kingdom Marin Software GmbH Germany Marin Software SARL France Marin Software Pte. Ltd. Singapore Marin Software Pty Ltd. Australia Marin Software (Shanghai) |
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| February 23, 2023 |
Marin Software Announces Fourth Quarter and Full Year 2022 Financial Results Exhibit 99.1 Marin Software Announces Fourth Quarter and Full Year 2022 Financial Results San Francisco, CA (February 23, 2023) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the fourth quarter and full year ended December 31, 2022. “Every advertiser faces two fund |
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| February 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 23, 2023 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| February 2, 2023 |
EX-FILING FEES 4 mrin-exfilingfees.htm EX-FILING FEES Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Marin Software Incorporated (Exact Name of Registrant as Specified in Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount o |
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| February 2, 2023 |
As filed with the Securities and Exchange Commission on February 2, 2023 S-8 1 s-82023evergreenincre.htm S-8 As filed with the Securities and Exchange Commission on February 2, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE Securities Act of 1933 MARIN SOFTWARE INCORPORATED (Exact name of registrant as specified in its charter) Delaware 20-4647180 (State or other jurisdiction |
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| November 3, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2022 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| November 3, 2022 |
Marin Software Announces Third Quarter 2022 Financial Results Exhibit 99.1 Marin Software Announces Third Quarter 2022 Financial Results San Francisco, CA (November 3, 2022) ? Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the third quarter ended September 30, 2022. ?As marketers face rising economic uncertainty, there is a gre |
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| November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin |
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| August 4, 2022 |
Marin Software Announces Second Quarter 2022 Financial Results Exhibit 99.1 Marin Software Announces Second Quarter 2022 Financial Results San Francisco, CA (August 4, 2022) ? Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the second quarter ended June 30, 2022. ?Having the right automation and optimization tools is increasingly |
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| August 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin Soft |
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| August 4, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2022 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| June 10, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 8, 2022 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin Sof |
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| May 5, 2022 |
Marin Software Announces First Quarter 2022 Financial Results Exhibit 99.1 Marin Software Announces First Quarter 2022 Financial Results San Francisco, CA (May 5, 2022) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the first quarter ended March 31, 2022. “As Tik Tok captures an increasing share of consumer attention, it prov |
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| May 5, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2022 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| April 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defini |
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| March 22, 2022 |
Exhibit 3.1 MARIN SOFTWARE INCORPORATED a Delaware Corporation RESTATED BYLAWS As adopted on March 16, 2022 MARIN SOFTWARE INCORPORATED a Delaware Corporation BYLAWS Table of Contents Page Article I: STOCKHOLDERS 1 Section 1.1: Annual Meetings 1 Section 1.2: Special Meetings 1 Section 1.3: Notice of Meetings 1 Section 1.4: Adjournments 1 Section 1.5: Quorum 2 Section 1.6: Organization 2 Section 1. |
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| March 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2022 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commiss |
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| March 2, 2022 |
Up to $22,850,000 of Shares of Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-258390 AMENDMENT NO. 1 DATED March 2, 2022 (To the Prospectus Dated August 19, 2021) Up to $22,850,000 of Shares of Common Stock This Amendment No. 1 to Prospectus (this ?Amendment?) amends our prospectus dated August 19, 2021 (File No. 333-258390) (the ?Prospectus?) relating to shares of our common stock that may be issued and sold in accordan |
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| February 24, 2022 |
Subsidiaries of the Registrant. Exhibit 21.1 List of Subsidiaries of Marin Software Incorporated as of December 31, 2021 Wholly-Owned Subsidiary Jurisdiction Marin Software Irish Holding Unlimited Company Ireland Marin Software Limited Ireland Marin Software Limited (United Kingdom) United Kingdom Marin Software GmbH Germany Marin Software SARL France Marin Software K.K. Japan Marin Software Pte. Ltd. Singapore Marin Software Pt |
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| February 24, 2022 |
EX-FILING FEES 4 d285887dexfilingfees.htm EX-FILING FEES Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) Marin Software Incorporated (Exact Name of Registrant as Specified in Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amoun |
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| February 24, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2022 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| February 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2021 OR ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-35838 Marin Software Incorporated (Exact name of registrant as sp |
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| February 24, 2022 |
Marin Software Announces Fourth Quarter and Full Year 2021 Financial Results Exhibit 99.1 Marin Software Announces Fourth Quarter and Full Year 2021 Financial Results San Francisco, CA (February 24, 2022) ? Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the fourth quarter and full year ended December 31, 2021. ?As advertisers look to new chan |
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| February 24, 2022 |
As filed with the Securities and Exchange Commission on February 24, 2022 As filed with the Securities and Exchange Commission on February 24, 2022 Registration No. |
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| February 24, 2022 |
Description of Director Compensation Program. Exhibit 10.9 Description of Director Compensation Arrangements The compensation arrangements for the non-employee members of the Board of Directors of Marin Software Incorporated are as follows: Annual Equity Grants New Board Members Award of restricted stock units valued at $135,000 in the aggregate on date of grant, vesting in three equal amounts on the date of the Company?s annual stockholder m |
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| February 17, 2022 |
Termination of a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2022 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Comm |
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| November 4, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| November 4, 2021 |
Marin Software Announces Third Quarter 2021 Financial Results Exhibit 99.1 Marin Software Announces Third Quarter 2021 Financial Results San Francisco, CA (November 4, 2021) ? Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the third quarter ended September 30, 2021. ?With the holiday season fast approaching, the improvements we |
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| November 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin |
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| November 4, 2021 |
Exhibit 10.21 Contract ID: [*****] Certain identified information has been excluded from this exhibit because (i) it is both not material and would be competitively harmful if disclosed and (ii) it is personal information that may be redacted in accordance with Item 601(a)(6) of Regulation S-K. Information that was omitted has been noted in this document with a placeholder identified by the mark ? |
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| October 20, 2021 |
Marin Software Appoints Diena Lee Mann to Board of Directors Exhibit 99.1 ??Marin Software Appoints Diena Lee Mann to Board of Directors Experienced product executive tapped to expand the board?s retail and technical expertise SAN FRANCISCO, CA October 20, 2021 ? Marin Software Incorporated (NASDAQ: MRIN), a leading provider of cross-channel, cross-device, enterprise marketing software for advertisers and agencies, today announced that software and product |
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| October 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 19, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commi |
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| September 21, 2021 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 17, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Com |
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| August 20, 2021 |
Up to $50,000,000 of Shares of Common Stock 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-258390 PROSPECTUS Up to $50,000,000 of Shares of Common Stock We have entered into an Equity Distribution Agreement with JMP Securities LLC, or JMP Securities, dated August 2, 2021, relating to shares of our common stock offered by this prospectus. In accordance with the terms of the agreement, we may offer and sell shar |
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| August 17, 2021 |
1191 Second Avenue 206.389.4510 10th Floor Fenwick.com Seattle, WA 98101 August 17, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, NE Washington, DC 20549 Attention: Katherine Wray Re: Marin Software Incorporated Registration Statement on Form S-3 (File No. 333-258390) originally filed August 3, 2021 Requested Date: August |
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| August 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| August 13, 2021 |
As filed with the Securities and Exchange Commission on August 12, 2021 Table of Contents As filed with the Securities and Exchange Commission on August 12, 2021 Registration No. |
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| August 3, 2021 |
Exhibit 4.4 FORM OF DEBT SECURITY [Face of Security] MARIN SOFTWARE INCORPORATED [If applicable, insert?FOR PURPOSES OF THE ORIGINAL ISSUE DISCOUNT PROVISIONS OF THE INTERNAL REVENUE CODE OF 1986, THE ISSUE PRICE OF THIS SECURITY IS % OF ITS PRINCIPAL AMOUNT AT STATED MATURITY SET FORTH BELOW (ITS ?PRINCIPAL AMOUNT?), THE AMOUNT OF ORIGINAL ISSUE DISCOUNT IS % OF ITS PRINCIPAL AMOUNT, THE YIELD TO |
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| August 3, 2021 |
Table of Contents As filed with the Securities and Exchange Commission on August 2, 2021 Registration No. |
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| August 3, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commiss |
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| August 3, 2021 |
Exhibit 1.2 Execution Version Marin Software Incorporated $50,000,000 Common Stock EQUITY DISTRIBUTION AGREEMENT Dated: August 2, 2021 TABLE OF CONTENTS SECTION 1. Description of Securities Page 1 SECTION 2. Placements Page 2 SECTION 3. Sale of Placement Securities by the Placement Agent Page 3 SECTION 4. Suspension of Sales Page 4 SECTION 5. Representations and Warranties Page 4 SECTION 6. Sale a |
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| August 3, 2021 |
Exhibit 4.5 MARIN SOFTWARE INCORPORATED And , as Trustee INDENTURE Dated as of , TABLE OF CONTENTS ARTICLE 1 - DEFINITIONS AND INCORPORATION BY REFERENCE 1 1.1 DEFINITIONS 1 1.2. OTHER DEFINITIONS 4 1.3. INCORPORATION BY REFERENCE OF TRUST INDENTURE ACT 4 1.4. RULES OF CONSTRUCTION 4 ARTICLE 2 - THE SECURITIES 5 2.1. ISSUABLE IN SERIES 5 2.2. ESTABLISHMENT OF TERMS OF SERIES OF SECURITIES 5 2.3. E |
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| August 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin Soft |
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| July 30, 2021 |
Marin Software Announces Second Quarter 2021 Financial Results Exhibit 99.1 Marin Software Announces Second Quarter 2021 Financial Results San Francisco, CA (July 30, 2021) ? Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the second quarter ended June 30, 2021. ?As additional marketplaces expand their advertising programs, the n |
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| July 30, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 15, 2021 |
Exhibit 1.1 Execution Version Marin Software Incorporated $40,000,000 Common Stock EQUITY DISTRIBUTION AGREEMENT Dated: July 15, 2021 TABLE OF CONTENTS SECTION 1. Description of Securities. Page 1 SECTION 2. Placements. Page 2 SECTION 3. Sale of Placement Securities by the Placement Agent Page 3 SECTION 4. Suspension of Sales Page 4 SECTION 5. Representations and Warranties. Page 4 SECTION 6. Sale |
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| July 15, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commissi |
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| July 15, 2021 |
As filed with the Securities and Exchange Commission on July 15, 2021 As filed with the Securities and Exchange Commission on July 15, 2021 Registration No. |
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| July 15, 2021 |
Up to $40,000,000 of Shares of Common Stock 424B5 1 d189245d424b5.htm 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-230275 Registration No. 333-257909 PROSPECTUS SUPPLEMENT (To Prospectus dated May 10, 2019) Up to $40,000,000 of Shares of Common Stock We have entered into an Equity Distribution Agreement with JMP Securities LLC, or JMP Securities, dated July 15, 2021, relating to shares of our common stock of |
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| July 15, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 15, 2021 |
Marin Software Announces Estimated Preliminary Second Quarter Financial Results Exhibit 99.1 Marin Software Announces Estimated Preliminary Second Quarter Financial Results San Francisco, CA (July 15, 2021) ? Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced the following estimated preliminary financial results for the second quarter ended June 30, 2021: Second Quarter |
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| June 4, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 6, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin Sof |
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| May 6, 2021 |
Marin Software Announces First Quarter 2021 Financial Results Exhibit 99.1 Marin Software Announces First Quarter 2021 Financial Results San Francisco, CA (May 6, 2021) ? Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the first quarter ended March 31, 2021. ?We are thrilled with the increased pace of the innovation this quarter |
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| April 22, 2021 |
DEF 14A 1 nc10023147x1def14a.htm DEF 14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy |
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| February 26, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 1)* Marin Software Incorporated (Name of Issuer) Common Stock (Title of Class of Securities) 56804T 10 6 (CUSIP Number) December 31, 2020 (Date of Event Which |
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| February 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2020 OR ? Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-35838 Marin Software Incorporated (Exact name of registrant as sp |
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| February 26, 2021 |
Exhibit 10.17 AMENDED AND RESTATED CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Amended and Restated Change in Control and Severance Agreement (the ?Agreement?) is entered into by and between Bob Bertz (the ?Executive?) and Marin Software Incorporated, a Delaware corporation (the ?Company?), to be effective as of January 28, 2021 (the ?Effective Date?). RECITALS: WHEREAS, the Company and the Exe |
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| February 26, 2021 |
Subsidiaries of the Registrant. Exhibit 21.1 List of Subsidiaries of Marin Software Incorporated as of December 31, 2020 Wholly-Owned Subsidiary Jurisdiction Marin Software Irish Holding Unlimited Company Ireland Marin Software Limited Ireland Marin Software Limited (United Kingdom) United Kingdom Marin Software GmbH Germany Marin Software SARL France Marin Software K.K. Japan Marin Software Pte. Ltd. Singapore Marin Software Pt |
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| February 26, 2021 |
As filed with the Securities and Exchange Commission on February 25, 2021 Registration No. |
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| February 25, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| February 25, 2021 |
Marin Software Announces Fourth Quarter and Full Year 2020 Financial Results Exhibit 99.1 Marin Software Announces Fourth Quarter and Full Year 2020 Financial Results San Francisco, CA (February 25, 2021) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the fourth quarter and full year ended December 31, 2020. "We are pleased with the ongoing |
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| February 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Comm |
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| February 10, 2021 |
Marin Software Announces Estimated Preliminary Fourth Quarter Financial Results Exhibit 99.1 Marin Software Announces Estimated Preliminary Fourth Quarter Financial Results San Francisco, CA (February 10, 2021) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced the following estimated preliminary financial results for the fourth quarter and full year ended December 31, |
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| February 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 28, 2021 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| November 6, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin |
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| November 5, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2020 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| November 5, 2020 |
Marin Software Announces Third Quarter Financial Results Exhibit 99.1 Marin Software Announces Third Quarter Financial Results San Francisco, CA (November 5, 2020) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the third quarter ended September 30, 2020. “The increase in online commerce that has been generally observed s |
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| October 29, 2020 |
MRIN / Marin Software Inc. / ESW Capital, LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Marin Software Incorporated (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 56804T106 (CUSIP Number) October 22, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate |
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| October 26, 2020 |
Marin Software Announces Estimated Preliminary Third Quarter Financial Results Exhibit 99.1 Marin Software Announces Estimated Preliminary Third Quarter Financial Results San Francisco, CA (October 26, 2020) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced the following estimated preliminary financial results for the third quarter ended September 30, 2020: • Net rev |
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| October 26, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2020 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 12, 2020 |
8-K 1 mrin-8k20200811.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2020 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdic |
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| August 12, 2020 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 to FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2020 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Inco |
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| August 12, 2020 |
C O R P O R A T E P A R T I C I P A N T S Exhibit 99.2 C O R P O R A T E P A R T I C I P A N T S Bob Bertz, Chief Financial Officer Chris Lien, Chief Executive Officer, Founder, and Chairman of the Board P R E S E N T A T I O N Operator Greetings, and welcome to the Marin Software Second Quarter 2020 Financial Results Conference Call. At this time, all participants are in a listen-only mode. If anyone should require Operator assistance du |
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| August 11, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin Soft |
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| August 10, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2020 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| August 10, 2020 |
Marin Software Announces Second Quarter Financial Results Exhibit 99.1 Marin Software Announces Second Quarter Financial Results San Francisco, CA (August 7, 2020) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the second quarter ended June 30, 2020. “In the second quarter, Marin continued to help advertisers drive perfor |
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| August 5, 2020 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 to FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 27, 2020 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorp |
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| July 20, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2020 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commissi |
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| May 29, 2020 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 27, 2020 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commissio |
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| May 21, 2020 |
Waiver Under Change in Control and Severance Agreement Exhibit 99.1 Waiver Under Change in Control and Severance Agreement This Waiver under Change in Control and Severance Agreement (this “Waiver”) is made as of May 20, 2020 by and between Marin Software Incorporated, a Delaware corporation (the “Company”), and the executive of the Company identified below (the “Executive”). WHEREAS, the Company and the Executive entered into the Change in Control an |
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| May 21, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2020 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commissio |
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| May 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin Sof |
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| May 12, 2020 |
Note with Harvest Small Business dated May 4, 2020 Exhibit 10.1 NOTE SBA Loan # 7968987108 SBA Loan Name Marin Software Incorporated Date 05/04/2020 Loan Amount $3,319,600.00 Interest Rate 1% fixed Borrower Marin Software Incorporated Lender Harvest Small Business Finance, LLC 1. PROMISE TO PAY: In return for the Loan, Borrower promises to pay to the order of Lender the amount of Three Million Three Hundred Nineteen Thousand Six Hundred Dollars pl |
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| May 7, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2020 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 7, 2020 |
Marin Software Announces First Quarter Financial Results Exhibit 99.1 Marin Software Announces First Quarter Financial Results San Francisco, CA (May 7, 2020) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the first quarter ended March 31, 2020. “Q1 was a challenging environment for all businesses, but our customers were |
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| April 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2020 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commiss |
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| April 16, 2020 |
MRIN / Marin Software Inc. DEF 14A - - DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as |
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| March 24, 2020 |
MRIN / Marin Software Inc. S-8 - - S-8 S-8 As filed with the Securities and Exchange Commission on March 23, 2020 Registration No. |
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| March 23, 2020 |
CONFIDENTIAL Exhibit 10.20 AMENDMENT #1 TO REVENUE SHARE AGREEMENT This Amendment #1 (this “Amendment #1”) is entered into by and between Google LLC (“Google”) and Marin Software Incorporated (“Marin”), and amends that certain Revenue Share Agreement, by and between Google and Marin, effective as of October 1, 2018 (the “Agreement”). This Amendment #1 is effective from the date last signed in the |
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| March 23, 2020 |
MRIN / Marin Software Inc. 10-K - Annual Report - 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2019 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-35838 Marin Software Incorporated (Exact name of registrant as sp |
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| March 23, 2020 |
Offer Letter, dated December 5, 2019, by and between the Registrant and Robert Bertz. Exhibit 10.18 December 5, 2019 Bob Bertz [PRIVATE ADDRESS] Offer of Employment by Marin Software Incorporated Dear Bob, I am very pleased to confirm our offer to you of employment with Marin Software Incorporated (the “Company”) in the position of Chief Financial Officer (CFO) based in our San Francisco office. In this position you will report to Chris Lien, CEO. Your start date in this position w |
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| March 23, 2020 |
Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 Exhibit 4.2 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 As of December 31, 2019, Marin Software Incorporated (the “Company,” “we,” or “our”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): our common stock. The following description summarizes the |
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| March 23, 2020 |
Subsidiaries of the Registrant. Exhibit 21.1 List of Subsidiaries of Marin Software Incorporated as of December 31, 2019 Wholly-Owned Subsidiary Jurisdiction Marin Software Irish Holding Unlimited Company Ireland Marin Software Limited Ireland Marin Software Limited (United Kingdom) United Kingdom Marin Software GmbH Germany Marin Software SARL France Marin Software K.K. Japan Marin Software Pte. Ltd. Singapore Marin Software Pt |
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| March 23, 2020 |
Exhibit 10.19 CHANGE IN CONTROL AND SEVERANCE AGREEMENT This Change in Control and Severance Agreement (the “Agreement”) is entered into by and between Bob Bertz (the “Executive”) and Marin Software Incorporated, a Delaware corporation (the “Company”), to be effective as of December 5, 2019 (the “Effective Date”). 1.Term of Agreement. Except to the extent renewed as set forth in this Section 1, th |
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| March 19, 2020 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 17, 2020 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commiss |
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| February 27, 2020 |
Marin Software Announces Fourth Quarter and Full Year 2019 Financial Results Exhibit 99.1 Marin Software Announces Fourth Quarter and Full Year 2019 Financial Results San Francisco, CA (February 27, 2020) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the fourth quarter and full year ended December 31, 2019. “As Your Ally in Digital for the |
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| February 27, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 23, 2020 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| February 12, 2020 |
MRIN / Marin Software Inc. / BENCHMARK CAPITAL PARTNERS VI LP - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 6)* Marin Software Incorporated (Name of Issuer) Common Stock (Title of Class of Securities) 56804T106 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of |
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| December 5, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2019 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commi |
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| November 21, 2019 |
EX-99.2 Exhibit 99.2 Marin Software Announces Sale of Perfect Audience Strengthens balance sheet and enterprise brands focus San Francisco, CA (Nov 21, 2019) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced that it has completed a transaction to sell its Perfect Audience business unit to |
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| November 21, 2019 |
EX-99.1 Exhibit 99.1 Execution ASSET PURCHASE AGREEMENT BY AND AMONG MARIN SOFTWARE INCORPORATED AND SHARPSPRING, INC. NOVEMBER 21, 2019 TABLE OF CONTENTS ARTICLE I PURCHASE AND SALE TRANSACTIONS 1 1.01 Purchase of Assets and Assumption of Liabilities 1 1.02 The Purchase Price 5 1.03 The Closing 6 1.04 Withholding 6 ARTICLE II REPRESENTATIONS AND WARRANTIES OF SELLER 7 2.01 Organization and Corpor |
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| November 21, 2019 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 21, 2019 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) ( |
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| November 12, 2019 |
MRIN / Marin Software Inc. 10-Q/A - Quarterly Report - 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 7, 2019 |
MRIN / Marin Software Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin |
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| November 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2019 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| November 7, 2019 |
Marin Software Announces Third Quarter 2019 Financial Results Exhibit 99.1 Marin Software Announces Third Quarter 2019 Financial Results San Francisco, CA (November 7, 2019) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the third quarter ended September 30, 2019. “In Q3 2019, Marin expanded the number of bid strategies we of |
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| August 8, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2019 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| August 8, 2019 |
Marin Software Announces Second Quarter 2019 Financial Results Exhibit 99.1 Marin Software Announces Second Quarter 2019 Financial Results San Francisco, CA (August 8, 2019) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the second quarter ended June 30, 2019. “Marin strengthened its balance sheet during the second quarter and |
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| August 8, 2019 |
MRIN / Marin Software Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin Software Incorporated (Exact Name of Registrant as Specified in Its Charter) Delaware 20-4647180 (State or Other Jurisdiction of Incorporation or Organization) (I. |
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| June 17, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2019 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commissi |
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| May 10, 2019 |
Up to $13,000,000 of Shares of Common Stock 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-230275 PROSPECTUS Up to $13,000,000 of Shares of Common Stock We have entered into an Equity Distribution Agreement with JMP Securities LLC, or JMP Securities, relating to shares of our common stock offered by this prospectus. In accordance with the terms of the agreement, we may offer and sell shares of our common stock |
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| May 10, 2019 |
MRIN / Marin Software Inc. 10-Q Quarterly Report FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35838 Marin Software Incorporated (Exact Name of Registrant as Specified in Its Charter) Delaware 20-4647180 (State or Other Jurisdiction of Incorporation or Organization) (I. |
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| May 9, 2019 |
MRIN / Marin Software Inc. S-3/A S-3/A S-3/A As filed with the Securities and Exchange Commission on May 9, 2019 Registration No. |
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| May 9, 2019 |
Marin Software Announces First Quarter 2019 Financial Results Exhibit 99.1 Marin Software Announces First Quarter 2019 Financial Results San Francisco, CA (May 9, 2019) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the first quarter ended March 31, 2019. "In Q1 2019, we upgraded our tools that help advertisers leverage their |
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| May 9, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2019 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 7, 2019 |
MRIN / Marin Software Inc. CORRESP - - CORRESP MARIN SOFTWARE INCORPORATED 123 Mission Street, 27th Floor San Francisco, CA 94105 May 7, 2019 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| May 1, 2019 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2019 Marin Software Incorporated (Exact name of registrant as specified in its charter) Delaware 001-35838 20-4647180 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| March 21, 2019 |
MRIN / Marin Software Inc. DEF 14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Co |
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| March 14, 2019 |
EX-4.5 Exhibit 4.5 MARIN SOFTWARE INCORPORATED And , as Trustee INDENTURE Dated as of , TABLE OF CONTENTS ARTICLE 1 - DEFINITIONS AND INCORPORATION BY REFERENCE 1 1.1 DEFINITIONS 1 1.2. OTHER DEFINITIONS 4 1.3. INCORPORATION BY REFERENCE OF TRUST INDENTURE ACT 4 1.4. RULES OF CONSTRUCTION 4 ARTICLE 2 - THE SECURITIES 5 2.1. ISSUABLE IN SERIES 5 2.2. ESTABLISHMENT OF TERMS OF SERIES OF SECURITIES 5 |
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| March 14, 2019 |
S-3 Table of Contents As filed with the Securities and Exchange Commission on March 14, 2019 Registration No. |
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| March 14, 2019 |
EX-1.2 Exhibit 1.2 Marin Software Incorporated $13,000,000 Common Stock EQUITY DISTRIBUTION AGREEMENT Dated: March 14, 2019 TABLE OF CONTENTS SECTION 1. Description of Securities 1 SECTION 2. Placements 2 SECTION 3. Sale of Placement Securities by the Placement Agent 3 SECTION 4. Suspension of Sales 4 SECTION 5. Representations and Warranties 4 SECTION 6. Sale and Delivery to the Placement Agent; |
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| March 14, 2019 |
EX-4.4 Exhibit 4.4 FORM OF DEBT SECURITY [Face of Security] MARIN SOFTWARE INCORPORATED [If applicable, insert—FOR PURPOSES OF THE ORIGINAL ISSUE DISCOUNT PROVISIONS OF THE INTERNAL REVENUE CODE OF 1986, THE ISSUE PRICE OF THIS SECURITY IS % OF ITS PRINCIPAL AMOUNT AT STATED MATURITY SET FORTH BELOW (ITS “PRINCIPAL AMOUNT”), THE AMOUNT OF ORIGINAL ISSUE DISCOUNT IS % OF ITS PRINCIPAL AMOUNT, THE Y |
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| March 14, 2019 |
S-8 As filed with the Securities and Exchange Commission on March 14, 2019 Registration No. |
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| March 14, 2019 |
Offer Letter, dated August 23, 2016, by and between the Registrant and Wister Walcott. Exhibit 10.17 August 23, 2016 Mr. Wister Walcott [PRIVATE ADDRESS] Offer of Employment by Marin Software Incorporated Dear Wister: I am very pleased to confirm our offer to you of employment with Marin Software Incorporated (the “Company”) in the position of EVP, Product and Technology based in our San Francisco office. In this position you will report to Christopher Lien, CEO and Chairman of the |
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| March 14, 2019 |
Subsidiaries of the Registrant. Exhibit 21.1 List of Subsidiaries of Marin Software Incorporated as of December 31, 2018 Wholly-Owned Subsidiary Jurisdiction Marin Software Irish Holding Limited Ireland Marin Software Limited Ireland Marin Software Limited (United Kingdom) United Kingdom Marin Software GmbH Germany Marin Software SARL France Marin Software K.K. Japan Marin Software Pte. Ltd. Singapore Marin Software Pty Ltd. Aus |
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| March 14, 2019 |
Revenue Share Agreement, dated December 11, 2019, by and between the Registrant and Google LLC. Exhibit 10.16 Pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended, certain portions denoted with an asterisk [*****] have been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. Revenue Share Agreement This Revenue Share Agreement (the “Agreement”) is entered into by: (1) |
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| March 14, 2019 |
MRIN / Marin Software Inc. FORM 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2018 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number: 001-35838 Marin Software Incorporated (Exact name of registrant as sp |
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| February 14, 2019 |
Marin Software Announces Fourth Quarter 2018 Financial Results Exhibit 99.1 Marin Software Announces Fourth Quarter 2018 Financial Results San Francisco, CA (February 14, 2019) – Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced financial results for the fourth quarter and full year ended December 31, 2018. "We saw increasing adoption of our MarinOne pl |
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| February 14, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2019 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| February 11, 2019 |
MRIN / Marin Software Inc. / BENCHMARK CAPITAL PARTNERS VI LP - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 5)* Marin Software Incorporated (Name of Issuer) Common Stock (Title of Class of Securities) 56804T106 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of |
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| December 28, 2018 |
MRIN / Marin Software Inc. / ESW Capital, LLC - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. N/A)* Marin Software Incorporated (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 56804T106 (CUSIP Number) December 26, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to |
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| December 17, 2018 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2018 Marin Software Incorporated (Exact name of Registrant as Specified in Its Charter) Delaware 001-35838 20-4647180 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| December 17, 2018 |
Marin Software Announces Updated Fourth Quarter 2018 Guidance Exhibit 99.1 Marin Software Announces Updated Fourth Quarter 2018 Guidance San Francisco, CA (December 17, 2018) – Marin Software Incorporated (Nasdaq: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced that it has entered into a three-year revenue sharing agreement with Google to further develop Marin’s enterprise tech platform |
