Marti Technologies, Inc.: Türkiye’s Urban Mobility Super App

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

Quick Facts / Company Snapshot

Metric / Attribute	Disclosed Value / Fact
Official Company Name	Marti Technologies, Inc.
Stock Exchange & Ticker	NYSE American: MRT
Commission File Number	001-40588
Jurisdiction of Incorporation	Cayman Islands
Corporate Headquarters	Buyukdere Cd. No:237, Maslak, 34485, Sariyer/Istanbul, Türkiye
Chief Executive Officer	Oğuz Alper Öktem
President & Chief Operating Officer	Cankut Durgun
Chief Financial Officer	Cenk Özeker
Full-Time Employees	473 (as of December 31, 2025)
Total Revenue (FY 2025)	$39,241 thousand
Gross Profit (FY 2025)	$23,988 thousand
Gross Profit Margin (FY 2025)	61.1%
Operating Loss (FY 2025)	$(28,532) thousand
Net Loss (FY 2025)	$(41,446) thousand
Adjusted EBITDA (FY 2025)	$(12,104) thousand
Cash and Cash Equivalents	$7,800 thousand (as of December 31, 2025)
Total Convertible Notes Outstanding	Approximately $85.8 million (as of December 31, 2025)
Ordinary Shares Outstanding	86,042,726 Class A ordinary shares (as of December 31, 2025)
Annual Completed Trips (FY 2025)	50.84 million
All-Time Unique Platform Consumers	Over 7.3 million (as of December 31, 2025)

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

Company Overview

Marti Technologies, Inc. operates as Türkiye’s preeminent urban mobility platform, structured around a vertically integrated mobility “super app” designed to tackle complex intra-city transit challenges. Originally established in 2018, the enterprise has expanded from a pioneer of dockless two-wheeled electric micromobility into a multi-modal transit network connecting riders, drivers, couriers, and shared electric vehicles across the country’s major urban agglomerations.

The platform operates across three primary service pillars: ride-hailing services (spanning car-hailing, motorcycle-hailing, and taxi-hailing), on-demand same-hour logistics delivery, and a Company-owned and operated fleet of shared two-wheeled electric vehicles comprising e-scooters, e-bikes, and e-mopeds. By centralizing these distinct modalities within a single proprietary digital interface, Marti functions as an everyday multi-service transportation network for millions of Turkish consumers.

• Operational Scale: Facilitated more than 160 million all-time trips since inception across its mobility modalities.
• Consumer Reach: Built an ecosystem serving over 7.3 million all-time unique platform consumers as of December 31, 2025.
• Network Breadth: Expanded ride-hailing services across 20 metropolitan cities, representing approximately 80% of Türkiye’s gross domestic product.
• Ecosystem Footprint: Maintains a registered network of roughly 450 thousand all-time ride-hailing drivers, with 316 thousand concentrated in Istanbul alone.

A central component of Marti’s operating model is its deep operational vertical integration. Unlike global mobility platforms that depend entirely on third-party independent contractor vehicle fleets or external third-party fleet management operators, Marti directly conducts proprietary platform software development, battery charging and swapping operations, fleet repair, routine preventative maintenance, and geographic vehicle rebalancing through dedicated in-house infrastructure.

The company’s digital platform relies on proprietary algorithmic trip matching, real-time dynamic pricing, predictive fleet rebalancing, and damage-detection systems designed to maximize asset utilization while minimizing consumer wait times. Marti leverages structural domestic cost advantages—notably local assembly partnerships and lower comparative domestic labor costs—to manage its asset-heavy vehicle fleet and scale its logistics infrastructure.

• Fleet Infrastructure: Operates a proprietary shared fleet exceeding 23 thousand two-wheeled electric vehicles across Istanbul, Izmir, and Antalya.
• Proprietary Logistics: Supported by seven regional maintenance warehouses and a maslak headquarters facility spanning 14,818 square meters.
• Circular Lifecycle: Achieved a 0% landfill disposal rate in 2024 through component repair programs and a 98.7% material recycling efficiency rate.
• Carbon Abatement: Prevented approximately 462 metric tons of carbon dioxide emissions in 2024, matching the carbon sequestration capacity of roughly 21,000 mature trees.

On October 1, 2024, Marti implemented a structural shift in its monetization model by introducing platform-wide consumer subscription packages. Moving beyond traditional pay-per-trip commissions, these subscription tiers unlock priority access, fare discounts, and cross-modality incentives across ride-hailing, delivery, and micromobility rentals. This structural evolution triggered an inflection in reported gross profitability, converting negative gross margins into substantial operating profits at the fleet level during the 2025 fiscal year.

Business Segments

Marti Technologies, Inc. manages and reports its financial performance as a single operating and reportable segment. Historically, through the period ending September 30, 2024, the enterprise operated under two distinct reportable divisions: the Two-wheeled Electric Vehicle segment and the Ride-hailing segment.

This corporate reporting structure was formally unified on October 1, 2024, following the commercial launch of the company’s unified subscription-based platform. The platform converged ride-hailing and two-wheeled electric vehicle services into a single consumer access funnel, subsequently incorporating delivery logistics in October 2025. Consequently, the Chief Operating Decision Maker (CODM)—identified as Chief Executive Officer Oğuz Alper Öktem—evaluates operational performance, resource deployment, and capital allocation across the business as an integrated ecosystem, using loss before income tax expense as the primary metric of operating performance.

Segment Classification	Reporting Scope	FY 2025 Revenue ($ in thousands)	% of Total FY 2025 Revenue	Operating Performance Metric
Integrated Mobility Platform	Unified operations across ride-hailing, delivery, and two-wheeled electric vehicles	$39,241	100.0% (Calculated by FirmsWorld)	Loss before income tax expense of $(41,446) thousand

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

Integrated Mobility Platform Segment Profile

The Integrated Mobility Platform segment encapsulates all commercial activities carried out across Marti’s mobile digital applications and ground operational infrastructure. The scope of the segment encompasses passenger ride-hailing, package delivery fulfillment, and the short-term rental of shared electric two-wheelers.

Operating as a unified segment allows management to cross-leverage common operational assets, software backbones, and registered driver networks. For example, couriers fulfilling same-hour package deliveries are drawn directly from the existing base of car and motorcycle drivers operating on the ride-hailing network, driving driver utilization rates and reinforcing local network density.

• Operational Unification: Merged micromobility, car-hailing, motorcycle-hailing, taxi-hailing, and delivery into a single software and operating architecture.
• Resource Optimization: Drivers switch dynamically between carrying passengers and fulfilling parcel deliveries based on local traffic and real-time demand.
• Revenue Performance: Generated $39,241 thousand in consolidated revenues in fiscal year 2025, compared to $18,660 thousand in 2024 and $20,030 thousand in 2023.
• Segment Profitability: Delivered a gross profit of $23,988 thousand in fiscal year 2025, recovering from a gross loss of $(2,889) thousand incurred during fiscal year 2024.

The operational focus within this unified segment in 2025 centered on platform efficiency, dynamic pricing deployment, and pruning unprofitable micromobility operations. Management prioritized capital discipline by reducing the deployed two-wheeled electric fleet to 23 thousand average daily vehicles, down from 33 thousand in 2024, while aggressively expanding ride-hailing coverage into 16 new regional cities.

History and Evolution

Marti was founded in September 2018 by Oğuz Alper Öktem and Cankut Durgun, aiming to introduce dockless shared electric transportation alternatives to traffic-congested metropolitan hubs across Türkiye. At the time of its inception, shared electric micromobility did not exist within the country’s legal or physical transportation framework.

In 2019, the founders commercially rolled out Marti’s initial fleet of dockless shared electric scooters (e-scooters) in Istanbul. The service gained rapid traction among daily commuters seeking affordable first- and last-mile connectivity to transit hubs, establishing Marti as the pioneer of the category within the Turkish shared mobility sector.

• 2018 Founding: Established in September 2018 by Oğuz Alper Öktem and Cankut Durgun.
• 2019 Micromobility Rollout: Deployed Türkiye’s first fleet of dockless shared e-scooters.
• 2020 Regulatory Inclusion: E-scooters formally recognized under the Turkish transportation legal framework.
• 2021 Legislation Enactment: Comprehensive shared e-scooter licensing regulations published in the Official Gazette on April 14, 2021.

The explosive growth of shared micromobility prompted Turkish regulators to codify operational frameworks for the emerging industry. In 2020, e-scooters were formally added to the Turkish Highway Traffic Code. On April 14, 2021, the Regulation on Electric Scooters was officially published in the Official Gazette (numbered 31454) by the Ministry of Transportation and Infrastructure, the Ministry of Environment, Urbanization and Climate Change, and the Ministry of Interior. This established clear licensing tiers, safety requirements, automated geofencing rules, and municipal daily occupancy fees.

Capitalizing on this formalized legal structure, Marti broadened its electric fleet footprint in late 2021. The company introduced its second-generation shared electric bicycles (e-bikes) in December 2021, targeting slightly longer trip distances and providing improved riding stability across undulating urban terrain.

• December 2021: Launched second-generation e-bikes to serve mid-distance intra-city travel corridors.
• October 2022: Debuted four-wheeled car-hailing and two-wheeled motorcycle-hailing services on the Marti app.
• July 2023: Completed business combination with Galata Acquisition Corp., listing Class A shares on the NYSE American under ticker “MRT”.
• November 2023: Completed full deployment of custom second-generation electric mopeds (e-mopeds).

The year 2022 marked a strategic turning point for the enterprise as it expanded beyond hardware-reliant micromobility into software-driven ride-hailing. In October 2022, Marti launched car-hailing and motorcycle-hailing features directly inside its primary application, matching passengers with independent drivers. This non-asset-heavy model unlocked rapid user scaling without requiring upfront capital outlays for vehicle acquisition.

On July 10, 2023, the enterprise completed a cross-border business combination with Galata Acquisition Corp. (a Cayman Islands exempted company formed on February 26, 2021), resulting in Marti Technologies, Inc. listing its Class A Ordinary Shares on the NYSE American under the ticker symbol “MRT”. Following the transaction, Marti Technologies I Inc. (a Delaware corporation) survived as an intermediate operating holding subsidiary.

• February 2024: Introduced licensed taxi-hailing to connect urban commuters with commercial taxi fleets.
• October 2024: Launched consumer subscription packages, transitioning from transactional pay-per-ride to high-margin recurring subscriptions.
• January 2025: Deployed proprietary AI dynamic surge pricing algorithms across the national ride-hailing network.
• October 2025: Commenced commercial pilot of same-hour parcel delivery in Istanbul.

Throughout 2024 and 2025, Marti accelerated its transformation into a fully integrated mobility super app. In February 2024, it integrated licensed taxi-hailing into its matching engine, creating direct parity with traditional urban transit options. In October 2024, it introduced subscription packages, reshaping its revenue profile. In October 2025, the company launched its same-hour delivery service pilot in Istanbul, leveraging its existing network of car and motorcycle drivers to capture local logistics demand.

Products and Services

Marti delivers an integrated urban transit suite encompassing passenger ride-hailing, shared two-wheeled electric vehicles, on-demand logistics delivery, and cross-modality subscription tiers. The platform is engineered to serve diverse trip distances, budgets, and urban traffic conditions.

Offering Category	Modality / Service Line	Operational Status / Launch Date	Service Description & Coverage
Subscription Packages	Cross-Platform Consumer Subscriptions	Launched October 2024	Bundled access offering priority booking, discounted trips, and delivery fee waivers
Two-Wheeled Electric Vehicles	E-Scooters (Generation 8)	Launched 2019 (Current Gen Nov 2021)	Shared short-distance dockless micromobility; useful life exceeding 3 years
Two-Wheeled Electric Vehicles	E-Bikes (Generation 2)	Launched December 2021	Shared mid-distance electric bicycles for enhanced urban transit stability
Two-Wheeled Electric Vehicles	E-Mopeds (Generation 2)	Launched November 2023	Heavy-duty seated electric mopeds designed for long-distance urban commuting
Ride-Hailing	Car-Hailing	Launched October 2022	Matches passengers with private vehicle drivers; price agreed directly
Ride-Hailing	Motorcycle-Hailing	Launched October 2022	Rapid point-to-point transit navigating high-density urban traffic congestion
Ride-Hailing	Taxi-Hailing	Launched February 2024	Digital dispatch connecting consumers with licensed yellow taxi operators
Deliveries	Same-Hour Delivery	Pilot Launched October 2025	On-demand intra-city parcel logistics fulfilled by registered drivers in Istanbul

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

Subscription Packages

Introduced across the platform in October 2024, subscription packages serve as Marti’s primary monetization vehicle. Consumers purchase fixed-term subscription passes through the Marti application, unlocking bundled operational perks and discounts applicable across all company modalities.

Unlike transactional ride commissions, Marti accounts for subscription revenue under ASC 606 (Revenue from Contracts with Customers). Payments are initially recognized as contract liabilities (deferred revenue) and subsequently amortized into platform revenue straight-line over the active subscription duration as the access right is fulfilled through the passage of time.

• Core Benefits: Grants priority driver dispatch, free or steeply discounted rides on e-scooters, e-bikes, and e-mopeds, and fee waivers on delivery orders.
• Monetization Impact: Served as the principal growth engine driving consolidated revenue up 110.3% to $39,241 thousand in fiscal year 2025.
• Take-Rate Economics: Strengthens platform unit economics by detaching monetization from variable per-trip disputes or municipal commission constraints.
• Shareholder Integration: Enhanced in March 2026 via the Marti Shareholder Loyalty Program, extending specialized package tier discounts to long-term retail equity holders.

Two-Wheeled Electric Vehicles (Micromobility Fleet)

Marti operates Türkiye’s largest fleet of shared, two-wheeled electric vehicles, encompassing over 23 thousand deployed units as of December 31, 2025. These assets are owned and maintained by the company and rented on a flexible, pay-per-trip basis through the app, with revenue recognized under ASC 842 (Leases) upon trip completion.

The fleet operates on a swappable battery architecture supported by localized charging stations in each operating city. Dedicated mobile field teams swap depleted lithium-ion power packs with charged units, maximizing vehicle uptime by eliminating the need to haul vehicles off-street for routine charging.

• Generation 8 E-Scooters: Engineered for short trips (first/last-mile transit) with low trip duration and the lowest entry fare. Locally assembled using international components, achieving an operational field life exceeding three years.
• Generation 2 E-Bikes: Deployed in December 2021 to serve medium-distance routes requiring greater stability, rider balance, and physical comfort.
• Generation 2 E-Mopeds: Fully deployed in November 2023. Designed for higher speeds and longer commuting distances, equipped with reinforced safety frames and extended battery capacity.
• Fleet Optimization Strategy: Average daily deployed vehicles were reduced from 33 thousand in 2024 to 23 thousand in 2025 as part of an efficiency drive focusing strictly on high-density, highly profitable transit corridors.

Ride-Hailing Services

Launched in October 2022, Marti’s ride-hailing vertical has scaled to cover 20 metropolitan cities across Türkiye. The technology infrastructure connects passengers with nearby drivers via automated dispatching and algorithmic routing.

The ride-hailing offering includes three distinct operational products: car-hailing, motorcycle-hailing, and taxi-hailing. By December 31, 2025, the vertical had facilitated trips for 3.38 million unique riders and amassed a registered driver pool of 450 thousand individuals.

• Car-Hailing: Provides private vehicle point-to-point urban transit where riders and drivers agree on trip compensation.
• Motorcycle-Hailing: Delivers rapid single-passenger transit through dense urban traffic choke points.
• Taxi-Hailing: Introduced in February 2024 to match passengers with official licensed commercial yellow taxi operators.
• AI Dynamic Pricing: Rolled out across the network in January 2025, adjusting fares in real time based on local traffic conditions, passenger demand, and active driver availability.

Same-Hour Delivery Services

In October 2025, Marti officially introduced its same-hour intra-city delivery logistics service as a commercial pilot across Istanbul. The vertical allows consumers and enterprises to dispatch parcels, documents, and merchandise directly via the Marti super app.

The delivery service utilizes the company’s existing registered pool of car and motorcycle drivers. This shared-supply approach improves driver earnings, increases platform asset utilization, and lowers marginal driver onboarding expenses.

• Service Footprint: Commercial pilot concentrated across high-density commercial corridors in Istanbul.
• Fulfillment Modalities: Operates utilizing both two-wheeled motorcycle couriers (for rapid parcel delivery) and four-wheeled car drivers (for larger shipments).
• Digital Integration: Integrated into the Marti app, featuring digital end-to-end routing, live GPS parcel tracking, and payment processing.
• Subscription Synergies: Integrated into consumer subscription package tiers, granting subscribers direct discounts on parcel delivery fees.

Brand Portfolio

Marti centers its commercial strategy around a unified corporate brand identity. The enterprise relies on its flagship “Marti” brand name and logo across its software applications, vehicle fleets, field operational assets, and public safety initiatives.

The brand has achieved high domestic visibility, becoming synonymous with micromobility and tech-enabled ride-hailing throughout Türkiye. As of December 31, 2025, Marti maintained 14 registered trademarks in Türkiye and held key internet domains, including marti.tech.

• Marti Super App: The core digital brand and consumer interface, ranking as the number one urban mobility app in Türkiye across both iOS and Android platforms by total download volume.
• Marti Fleet Identity: Consistent branding applied across all Generation 8 e-scooters, Generation 2 e-bikes, Generation 2 e-mopeds, operations vans, and mobile battery swapping stations.
• Marti Safety Academy: An educational and brand-equity initiative launched in January 2025 to educate riders on safe riding practices and traffic compliance.
• Marti Shareholder Loyalty Program: Introduced in March 2026 to provide discounts and service perks to retail shareholders, strengthening community engagement.

The strength of the brand ecosystem serves as an organic, low-cost acquisition funnel for new service lines. Company operating data reveals that 70% of e-bike consumers, 85% of e-moped consumers, 35% of car-hailing riders, and 82% of motorcycle-hailing consumers were introduced to the platform through an existing Marti mobility service.

Geographical Presence

Marti conducts all of its commercial operations within the Republic of Türkiye, operating across 20 metropolitan cities as of December 31, 2025. The company’s headquarters and primary software development operations are located in Istanbul.

City / Urban Market	Regional Share of Türkiye GDP (2023)	Ride-Hailing Operations	Shared Two-Wheeled Electric Vehicles	Same-Hour Delivery Services
Istanbul	30.4%	Active	Active (Fleet Deployed)	Active (Commercial Pilot)
Ankara	9.6%	Active	None	None
İzmir	6.1%	Active	Active (Fleet Deployed)	None
Kocaeli	4.1%	Active	None	None
Bursa	3.9%	Active	None	None
Antalya	3.5%	Active	Active (Fleet Deployed)	None
Adana	2.1%	Active	None	None
Konya	2.1%	Active	None	None
Mersin	2.1%	Active	None	None
Gaziantep	1.9%	Active	None	None
Tekirdağ	1.7%	Active	None	None
Manisa	1.6%	Active	None	None
Kayseri	1.4%	Active	None	None
Muğla	1.3%	Active	None	None
Sakarya	1.2%	Active	None	None
Eskişehir	1.1%	Active	None	None
Samsun	1.1%	Active	None	None
Aydın	1.0%	Active	None	None
Denizli	1.0%	Active	None	None
Yalova	0.4%	Active	None	None

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

Istanbul Hub Profile

Istanbul represents Marti’s foundational operating market, generating the vast majority of its trip volume and housing its principal executive headquarters. The city represents 30.4% of Türkiye’s total GDP and stands as the most populous urban center in Europe.

In Istanbul, Marti operates across all three service lines: ride-hailing, two-wheeled electric micromobility, and same-hour delivery. As of December 31, 2025, the company had registered 316 thousand ride-hailing drivers in Istanbul, establishing an extensive urban transit footprint compared to the approximately 20 thousand licensed commercial taxis operating across the metropolis.

Aegean and Mediterranean Hubs (İzmir and Antalya)

İzmir and Antalya represent critical regional operating hubs for Marti’s combined multi-modal strategy. Representing 6.1% and 3.5% of Türkiye’s GDP, respectively, both cities host both ride-hailing services and deployed fleets of shared two-wheeled electric vehicles.

• İzmir: Türkiye’s third-largest metropolitan hub, serving as an urban center for daily commuters utilizing e-scooters, e-bikes, and ride-hailing.
• Antalya: A primary tourism and coastal metropolitan center, exhibiting seasonal demand spikes during the second and third quarters of each calendar year.
• Fleet Consolidation: Fleet operations were concentrated in Istanbul, İzmir, and Antalya following strategic withdrawals from three lower-performing regional cities in 2024 to optimize vehicle utilization and unit profitability.

Regional Expansion Network (17 Cities)

During fiscal year 2025, Marti expanded its ride-hailing service footprint by launching operations in 16 new regional cities, bringing total coverage to 20 cities. These cities encompass major industrial centers such as Ankara (Türkiye’s capital, accounting for 9.6% of GDP), Bursa (3.9%), Kocaeli (4.1%), Adana (2.1%), Konya (2.1%), Mersin (2.1%), and Gaziantep (1.9%).

The expansion into these secondary and tertiary urban centers follows an asset-light operational framework. By launching ride-hailing services without deploying physical micromobility hardware, the company expanded its population coverage to roughly 65% of Türkiye’s population while keeping capital expenditure and operational maintenance costs low.

Profit and Loss

Marti Technologies, Inc. prepares its consolidated financial statements in accordance with U.S. GAAP, with financial figures reported in thousands of U.S. dollars. The functional currency of the operating company is the U.S. dollar, while local Turkish accounting records are translated from Turkish Lira into U.S. dollars using official Central Bank exchange rates.

Statement of Operations Metric ($ in thousands)	FY 2025	FY 2024	FY 2023	YoY Change (2025 vs. 2024)
Revenue	$39,241	$18,660	$20,030	+110.3%
Cost of revenues	$(15,253)	$(21,549)	$(24,085)	-29.2%
Gross Profit (Loss)	$23,988	$(2,889)	$(4,055)	N/A (Turnaround)
Research and development expenses	$(3,007)	$(1,963)	$(1,955)	+53.2%
General and administrative expenses	$(28,051)	$(49,249)	$(15,130)	-43.0%
Selling and marketing expenses	$(12,954)	$(9,348)	$(7,348)	+38.6%
Other income	$891	$1,194	$658	-25.4% (Calculated by FirmsWorld)
Other expenses	$(9,399)	$(3,056)	$(2,774)	+207.6% (Calculated by FirmsWorld)
Loss from operations	$(28,532)	$(65,310)	$(30,603)	-56.3% (Calculated by FirmsWorld)
Fair value gain on derivative liabilities	$1,381	$0	$0	N/A
Financial income	$1,351	$1,408	$3,561	-4.0% (Calculated by FirmsWorld)
Financial expense	$(15,646)	$(9,980)	$(6,773)	+56.8%
Loss before income tax expense	$(41,446)	$(73,881)	$(33,815)	-43.9% (Calculated by FirmsWorld)
Income tax expense	$0	$0	$0	0.0%
Net loss	$(41,446)	$(73,881)	$(33,815)	-43.9% (Calculated by FirmsWorld)
Gross Profit Margin (%)	61.1%	(15.5)%	(20.2)%	+7,660 bps (Calculated by FirmsWorld)

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

Financial Analysis & Earnings Dynamics

Consolidated net revenue increased by $20,581 thousand, or 110.3%, reaching $39,241 thousand in fiscal year 2025 from $18,660 thousand in fiscal year 2024. This revenue growth was driven by the launch of consumer subscription packages in October 2024, which generated recurring subscription cash flows across ride-hailing, delivery, and micromobility rentals.

In contrast, fiscal year 2024 revenue fell 6.8% year-over-year to $18,660 thousand from $20,030 thousand in 2023. This contraction was caused by a planned reduction in the deployed micromobility fleet, with daily deployed units declining 5.7% from 34.6 thousand in 2023 to 32.6 thousand in 2024, prior to the rollout of subscription monetization in October 2024.

• Operating Turnaround: Gross profit improved by $26,877 thousand to reach positive $23,988 thousand in 2025, compared to gross losses of $(2,889) thousand in 2024 and $(4,055) thousand in 2023.
• Gross Margin Progression: Gross profit margin jumped from negative (20.2)% in 2023 and (15.5)% in 2024 to positive 61.1% in 2025.
• Cost of Revenues Reduction: Direct operating costs dropped 29.2% in 2025 to $15,253 thousand, driven by AI-enabled routing efficiencies and lower fleet depreciation.
• Depreciation Impact: Depreciation and amortization fell 62.2% in 2025 to $3,084 thousand (down from $8,153 thousand in 2024 and $9,322 thousand in 2023) because older vehicle models had reached full depreciation while remaining in service.
• Fleet Repair Savings: Maintenance and repair costs dropped 57.9% in 2025 to $1.1 million (from $2.6 million in 2024) following the decommissioning of older vehicle models.

Operating operating expenses reflected continuous investments in digital infrastructure, public company reporting obligations, and driver acquisition marketing. Research and development expenditure rose 53.2% in 2025 to $3,007 thousand, driven by engineering headcount expansion for platform software redesign and automated matching algorithms.

General and administrative (G&A) expenses fell 43.0% to $28,051 thousand in 2025 from $49,249 thousand in 2024, reflecting a substantial decrease in non-cash share-based compensation. Excluding share-based compensation of $11,280 thousand in 2025 and $37,161 thousand in 2024, adjusted cash G&A increased by 38.7% from $12.1 million to $16.8 million, driven by executive hires, accounting compliance overhead, and legal expenses.

Selling and marketing expenses grew 38.6% in 2025 to $12,954 thousand from $9,348 thousand in 2024, driven by a 141.2% surge in digital advertising and social media campaigns (from $2.7 million to $6.4 million) to acquire and onboard ride-hailing drivers and riders. Other operating expenses increased 207.6% to $9,399 thousand in 2025, driven by an increase in municipal fine subsidies paid on behalf of platform consumers to maintain market liquidity amid evolving municipal parking enforcement.

Net financial expenses widened 66.8% to $(14,295) thousand in 2025 (comprising $1,351 thousand in financial income against $(15,646) thousand in financial expenses). This increase was primarily driven by accrued interest expenses associated with outstanding convertible senior secured notes. Despite these financing headwinds, consolidated net loss improved by 43.9% to $(41,446) thousand in fiscal year 2025, compared to a net loss of $(73,881) thousand in 2024.

Operational Productivity & Non-GAAP Metrics

Management monitors non-GAAP performance metrics—notably Adjusted EBITDA and Pre-Depreciation Contribution per Trip—alongside traditional GAAP measures to evaluate unit economics and the underlying health of the platform.

Periodic Operational & Financial Metric	FY 2025	FY 2024	FY 2023
Total Trips Completed (millions)	50.84	31.71	21.93
Unique Platform Consumers (millions)	3.08	2.13	1.81
Trips per Unique Platform Consumer	16.5	14.9	12.1
Revenue per Trip ($)	$0.77	$0.59	$0.91
Gross Profit (Loss) per Trip ($)	$0.47	$(0.09)	$(0.18)
Pre-Depreciation Contribution per Trip ($)	$0.53	$0.17	$0.24
Fleet Depreciation Expense ($ in thousands)	$3,084	$8,153	$9,322
Average Daily Two-Wheeled Electric Vehicles Deployed	23,000	33,000	35,000
Adjusted EBITDA ($ in thousands)	$(12,104)	$(19,274)	$(17,692)

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

Non-GAAP Metric Reconciliation ($ in thousands)	FY 2025	FY 2024	FY 2023
Net Loss (GAAP)	$(41,446)	$(73,881)	$(33,815)
Add: Depreciation and amortization	$3,587	$8,691	$10,045
Less: Financial income	$(1,351)	$(1,408)	$(3,561)
Add: Financial expense	$15,646	$9,980	$6,773
Add: Customs tax provision expense	$0	$0	$32
Add: Lawsuit provision expense	$179	$184	$846
Add: Share-based compensation expense	$11,280	$37,161	$1,989
Adjusted EBITDA (Non-GAAP)	$(12,104)	$(19,274)	$(17,692)

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

Balance Sheet & Capital Resources

Marti Technologies, Inc. functions primarily as an exempted holding company incorporated in the Cayman Islands, holding operating assets through its wholly owned intermediate subsidiary Marti Technologies I Inc. (Delaware) and its primary Turkish operating entity Marti İleri Teknoloji A.Ş..

The company closed fiscal year 2025 with $7,800 thousand in cash and cash equivalents. Working capital and corporate operations have historically been funded through private venture capital rounds, preferred share issues, senior debt facilities, and convertible senior notes.

Capital Position & Debt Profile Line Item	Disclosed Value / Terms (as of December 31, 2025)
Cash and Cash Equivalents	$7,800 thousand
PFG Credit Facility Balance	$0 (Matured term loan of $20.0M was fully repaid during 2025)
Convertible Senior Notes Outstanding	Approximately $85.8 million
Convertible Notes In-the-Money Proportion	Approximately $81.5 million at an exercise price of $1.65
April 2029 12.50% Convertible Notes Facility	$23.0M total facility; $13.0M drawn; $10.0M committed capacity remaining
October 2029 11.00% Convertible Notes Facility	$100.0M total facility; $0 drawn; $100.0M committed capacity available
Intercompany Credit Facility	$3.5M term loan between Marti Delaware and Marti İleri (4.0% interest, due Nov 2028)
Class A Ordinary Shares Outstanding	86,042,726 shares issued and outstanding

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

Convertible Note Facilities & Capital Structure

Marti’s balance sheet structure relies heavily on convertible debt instruments arranged with institutional investment partners. As of December 31, 2025, total convertible notes outstanding stood at approximately $85.8 million, which includes pre-funded notes from the July 2023 business combination, private placement PIPE notes, accrued interest, and incentive shares.

Approximately $81.5 million of these outstanding obligations were in-the-money at an exercise price of $1.65 per Class A ordinary share. If fully converted into ordinary equity, these instruments would provide relief from ongoing interest payment obligations, though they would also cause substantial dilution to existing shareholders.

• 2028 Convertible Notes: Carry a 15.0% coupon, issued pursuant to an indenture dated July 10, 2023, with U.S. Bank Trust Company, National Association as trustee, as amended on April 17, 2025.
• April 2029 Convertible Notes: Carry a 12.50% coupon under an agreement executed April 16, 2025, with Callaway Capital Management, LLC, 405 MSTV I, L.P., and Farragut Square Global Master Fund, LP, providing up to $23.0 million ($13.0 million issued as of year-end 2025).
• October 2029 Convertible Notes: An unexercised $100.0 million commitment of 11.00% convertible notes entered into on October 31, 2025, providing incremental liquidity reserves through October 2029.
• PFG Debt Elimination: Fully retired the senior secured delayed-draw term loan facility with Partners for Growth (PFG), clearing $20.0 million in historical senior indebtedness during 2025.

Management evaluated its financial obligations, operating budgets, and funding lines and confirmed that existing liquid resources are adequate to support operations for the next twelve months. Consequently, the financial statements were prepared under the going-concern assumption.

Cash Flow

Marti’s statement of cash flows highlights narrowing operational cash deficits, disciplined capital investments in physical equipment, and targeted use of convertible debt to support platform expansion.

Cash Flow Classification ($ in thousands)	FY 2025	FY 2024	FY 2023	YoY Change (2025 vs. 2024)
Net cash used in operating activities	$(14,781)	$(25,077)	$(14,866)	-41.1%
Net cash used in investing activities	$(542)	$(1,039)	$(4,820)	-47.8%
Net cash generated from financing activities	$17,980	$11,841	$28,612	+51.8%

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

Cash Flows from Operating Activities

Net cash used in operating activities dropped 41.1% to $(14,781) thousand during fiscal year 2025, down from $(25,077) thousand in 2024 and in line with the $(14,866) thousand recorded in 2023. This improvement in operating cash burn was driven by the operational turnaround at the fleet level, reduced vehicle maintenance costs, and recurring cash collections from subscription packages.

Non-cash share-based compensation accounted for $11,280 thousand in non-cash operational adjustments in 2025, down from $35,700 thousand in 2024. Cash interest payments tied to convertible borrowings rose to $8,600 thousand in 2025 from $3,700 thousand in 2024.

Cash Flows from Investing Activities

Net cash used in investing activities fell to $(542) thousand in fiscal year 2025, compared to $(1,039) thousand in 2024 and $(4,820) thousand in 2023. This decline reflects the company’s asset-light growth strategy, which prioritized organic ride-hailing expansion over heavy capital outlays for new micromobility fleets.

• Physical Equipment Capital Outlays: Capex for property and equipment totaled $500 thousand in 2025, compared to $300 thousand in 2024 and $600 thousand in 2023.
• Intangible Software Investments: Spending on software and capitalized technology assets dropped to $100 thousand in 2025, down from $700 thousand in 2024 and $100 thousand in 2023.
• Strategic Pause on Fleet Procurement: Management intentionally paused new vehicle procurement campaigns, with plans to re-evaluate fleet expansion no earlier than the summer of 2027.

Cash Flows from Financing Activities

Financing cash inflows rose 51.8% to $17,980 thousand in fiscal year 2025, up from $11,841 thousand in 2024. Cash generation was supported by $19,900 thousand in net proceeds from new convertible note issuances, compared to $18,000 thousand in 2024 and $7,500 thousand in 2023.

These capital injections allowed the enterprise to extinguish all historical bank term debt. Repayments of outstanding term debt totaled $1,700 thousand in 2025, down from $5,100 thousand in 2024 and $7,200 thousand in 2023, resulting in the full retirement of the PFG credit line.

Board of Directors and Leadership Team

Marti is led by an executive management team and a seven-member Board of Directors, five of whom are classified as independent directors under NYSE American corporate governance rules. The directors are divided into three staggered classes, serving rolling three-year terms.

Executive / Director Name	Age	Board Role & Corporate Title	Independence Status	Board Class & Term Expiry	Committee Memberships
Oğuz Alper Öktem	34	Founder, Chief Executive Officer & Chairman	Executive (Non-Independent)	Class III (Term expires 2028 AGM)	None
Cankut Durgun	39	Co-Founder, President, Chief Operating Officer & Director	Executive (Non-Independent)	Class II (Term expires 2027 AGM)	None
Cenk Özeker	58	Chief Financial Officer	Executive Officer	N/A (Executive Management)	None
Daniel Freifeld	45	Independent Director	Independent	Class III (Term expires 2028 AGM)	Compensation (Chair), Nominating & Governance
Dr. Kerry Healey	65	Independent Director	Independent	Class II (Term expires 2027 AGM)	Nominating & Governance (Chair), Audit
Ambassador Douglas Lute	73	Independent Director	Independent	Class I (Term expires 2026 AGM)	Audit, Compensation, Nominating & Governance
Alex Spiro	43	Independent Director	Independent	Class II (Term expires 2027 AGM)	Compensation
Agah Uğur	68	Independent Director (Audit Committee Financial Expert)	Independent	Class I (Term expires 2026 AGM)	Audit (Chair)

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

Executive Leadership & Director Profiles

Oğuz Alper Öktem — Founder, Chief Executive Officer, and Chairman of the Board

Oğuz Alper Öktem has led Marti as Chief Executive Officer and Chairman since establishing the business in September 2018. Prior to founding Marti, Öktem was the Chief Operating Officer of BluTV, a premier Turkish video streaming service founded in 2015 that was subsequently acquired by Warner Bros. Discovery. Earlier in his career, he worked in the Natural Resources Mergers & Acquisitions group at Deutsche Bank in London. Öktem earned a Bachelor of Arts in Economics from the University of Chicago and a Master of Science in Political Economy from the London School of Economics and Political Science (LSE), where he presided over the London Turkish Society.

Cankut Durgun — Co-Founder, President, Chief Operating Officer, and Director

Cankut Durgun co-founded Marti and has served as President since December 2018 and Chief Operating Officer since June 2025. Before founding Marti, Durgun spent nearly a decade in venture capital, co-founding and serving as General Partner at Aslanoba Capital from June 2013 to September 2017, and co-founding Romulus Capital, where he was a General Partner from October 2008 to June 2013. Durgun holds a Bachelor of Science in Economics and Management Science from the Massachusetts Institute of Technology (MIT) and a Master of Business Administration (MBA) from the Stanford University Graduate School of Business.

Cenk Özeker — Chief Financial Officer

Cenk Özeker was appointed Chief Financial Officer in May 2025. Özeker brings over three decades of international corporate finance experience across Europe and Türkiye, including serving as Managing Director at Newport Shipping UK (August 2021 to September 2024) and Managing Director of Icron Software in Amsterdam (October 2019 to July 2021). His earlier corporate career includes finance and executive operations positions at PepsiCo, Beymen, H.Ö. Sabancı Holding, and Unilever. Özeker holds a Bachelor of Arts in Economics from Istanbul University and an MBA from the University of Louisiana at Monroe.

Daniel Freifeld — Independent Director & Compensation Committee Chair

Daniel Freifeld joined Marti’s Board as an Independent Director and serves as the Chief Investment Officer of Callaway Capital Management, LLC, which he founded in October 2013. Freifeld previously served as Senior Advisor to the Special Envoy for Eurasian Energy at the U.S. Department of State, focusing on oil and gas diplomacy in Iraq, Türkiye, Russia, and the Eastern Mediterranean basin, and as a program coordinator for the Near East South Asia Center at the U.S. Department of Defense. A member of the Massachusetts Bar, he holds a BA in Political Science summa cum laude from Emory University and a JD from the New York University School of Law.

Dr. Kerry Healey — Independent Director & Nominating and Corporate Governance Committee Chair

Dr. Kerry Healey has had an extensive career across public office, higher education, and corporate governance. She served as the 70th Lieutenant Governor of the Commonwealth of Massachusetts from 2003 to 2007 and as President of Babson College from 2013 to 2019, where she was designated President Emerita. Dr. Healey is an Independent Director at Apollo Global Management (NYSE: APO), where she chairs the Sustainability and Corporate Responsibility Committee, and an Independent Director at Pershing Square, Inc. (PSI), where she chairs the Compensation Committee. She graduated with a BA from Harvard College and holds a Ph.D. from Trinity College, University of Dublin.

Ambassador Douglas Lute — Independent Director

Ambassador Douglas Lute is a retired U.S. Army Lieutenant General who served as the United States Ambassador to NATO from 2013 to 2017. Under Presidents George W. Bush and Barack Obama, he held senior executive national security roles, including Assistant to the President and Deputy National Security Advisor for Iraq and Afghanistan, and Coordinator for South Asia. He currently serves as Chair of International and Defense Practices at BGR Group and sits on the board of Thomson Reuters Special Services. Ambassador Lute graduated from the United States Military Academy at West Point and earned an MPA from Harvard University’s John F. Kennedy School of Government.

Alex Spiro — Independent Director

Alex Spiro is a litigation partner at Quinn Emanuel Urquhart & Sullivan LLP, where he has practiced since October 2017. A former Manhattan prosecutor from 2008 to 2013, Spiro serves as the Chairman of the Board of Glassbridge Enterprises, Inc. and is an adjunct faculty member at Harvard Law School. He holds a Bachelor’s degree from Tufts University and a Juris Doctor from Harvard Law School.

Agah Uğur — Independent Director & Audit Committee Chair

Agah Uğur brings corporate leadership experience from his 17-year tenure as Chief Executive Officer of Borusan Holding A.Ş. from 2001 to 2018. He currently serves as Chairman of Bogazici Ventures A.Ş. and sits on the boards of Turkish public enterprises, including Pegasus Hava Taşımacılığı A.Ş., Doğan Şirketler Grubu Holding A.Ş., and Anadolu Efes Biracılık ve Malt Sanayi A.Ş.. A qualified Chartered Accountant in the United Kingdom, Uğur holds a Bachelor of Science from the University of Birmingham. He has been designated by the Board as an “Audit Committee Financial Expert”.

Governance Structure and Compensation Framework

• Executive Compensation: Aggregate cash compensation paid to executive officers totaled $1,171,081 in 2025, supplemented by $352,584 in employer social security and benefits contributions mandated under Turkish Labor Law No. 4857 and Social Security Law No. 5510.
• Director Compensation Program: Independent directors receive equity retainers of $20,000 annually (or $155,000 for the Lead Independent Director), plus $10,000 for committee chairs and $5,000 for committee members, paid in fully vested Class A ordinary shares.
• Travel Stipends: Non-employee directors residing abroad receive a cash fee of $10,000 per in-person board meeting attended internationally ($40,000 paid in total across four directors in 2025).
• Audit Committee Mandate: Composed entirely of independent directors (Agah Uğur – Chair, Dr. Kerry Healey, Ambassador Douglas Lute) responsible for oversight of external auditors, financial reporting reviews, and related-party transaction approvals.
• Compensation Committee Mandate: Composed of Daniel Freifeld (Chair), Alex Spiro, and Douglas Lute, responsible for structuring executive remuneration, reviewing director awards, and administering incentive plans.
• Nominating & Governance Committee Mandate: Composed of Dr. Kerry Healey (Chair), Daniel Freifeld, and Douglas Lute, tasked with identifying board nominees and overseeing ESG policies.

Subsidiaries

Marti Technologies, Inc. conducts its operations through direct and indirect ownership of corporate subsidiaries established in the United States and Türkiye.

Name of Legal Subsidiary	Country of Incorporation / Tax Domicile	Proportion of Ownership Interest	Proportion of Voting Power Held	Operational Function
Marti Technologies I Inc.	Delaware, United States	100% (Direct)	100% (Direct)	Intermediate holding company and financing issuer
Marti İleri Teknoloji A.Ş.	Istanbul, Türkiye	100% (Indirect)	100% (Direct)	Primary Turkish operating company managing ground fleet, app, and licenses

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

Marti Technologies I Inc. (Delaware)

Formerly known as Marti Technologies Inc., this wholly owned subsidiary survived the July 2023 business combination as the direct intermediate holding company of the group. Marti Technologies I Inc. holds 100% of the equity capital and voting control of Marti İleri Teknoloji A.Ş. and acts as an intermediate obligor for various corporate financing arrangements and intercompany debt facilities.

Marti İleri Teknoloji A.Ş. (Türkiye)

Marti İleri Teknoloji A.Ş. serves as the central operating entity through which all day-to-day commercial and field mobility operations in Türkiye are conducted. It holds the operational licenses issued by the Ministry of Transportation and Infrastructure, leases the company’s operating facilities and warehouses, employs the local workforce, and maintains software operations for Turkish consumers.

Physical Properties

Marti operates a centralized operational network across 20 Turkish cities to support fleet maintenance, logistics, and charging operations. The company leases its headquarters and regional properties.

Property Classification	Location / Municipality	Combined Surface Area	Operational Role
Principal Executive Office	Buyukdere Cd. No:237, Maslak, 34485, Sariyer/Istanbul, Türkiye	Part of 14,818 sq. meters total footprint	Corporate headquarters, executive management, software development, and centralized dispatch
Regional Warehouses (7 Facilities)	Distributed across operational metropolitan hubs in Türkiye	Part of 14,818 sq. meters total footprint	Fleet storage, vehicle assembly, technical repair, battery charging, and parts inventory

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

• Total Facility Footprint: Across its seven operational warehouses and Maslak executive offices, Marti leases a combined floor space of 14,818 square meters.
• Charging Infrastructure: Warehouses house industrial charging infrastructure designed for swappable batteries, supporting quick battery turnarounds for deployed vehicles.
• Maintenance & Repair Operations: Regional warehouses function as localized service hubs where damaged vehicles undergo mechanical repairs, electronics diagnostics, and recycling processing.

Founders

Marti was founded in September 2018 by Turkish entrepreneurs Oğuz Alper Öktem and Cankut Durgun. Both founders continue to lead the enterprise as key executive officers and board members, guiding its strategic development and operations.

• Oğuz Alper Öktem: Serves as Founder, Chief Executive Officer, and Chairman of the Board. He spearheaded the regulatory efforts that established shared e-scooters in the Turkish Highway Traffic Code and oversees day-to-day operations and strategic growth. Öktem holds beneficial ownership of 13,984,229 Class A ordinary shares, representing a 16.3% equity stake.
• Cankut Durgun: Serves as Co-Founder, President, Chief Operating Officer, and Director. Drawing on his venture capital background at Aslanoba Capital and Romulus Capital, Durgun oversees fleet operations, corporate partnerships, and software integration. The Durgun family holds beneficial ownership of 14,425,406 Class A ordinary shares, representing a 16.8% equity stake held by his spouse, Esra Unluaslan Durgun.

Investments and Capital Expenditure Plans

Marti’s capital allocation strategy focuses on technology optimization, platform efficiency, and strategic capital expenditure discipline. In fiscal year 2025, total capital outlays for property, equipment, and software dropped to $600 thousand, down from $1.0 million in 2024 and $4.8 million in 2023.

Capital Allocation Category	FY 2025 Spending ($ in thousands)	FY 2024 Spending ($ in thousands)	FY 2023 Spending ($ in thousands)	Forward Strategic Plan & Horizon
Property & Equipment Additions	$500	$300	$600	Focused investments in fleet maintenance tooling and warehouse charging infrastructure
Intangible Software Additions	$100	$700	$100	Targeted platform redesign and mobile super app enhancements
Research & Development Expenses	$3,007	$1,963	$1,955	Core spending on AI dynamic pricing, predictive fleet rebalancing, and damage algorithms
Fleet Expansion Outlays	$0 (Fleet paused)	$0 (Fleet paused)	Disclosed capex	Fleet expansion on hold; re-evaluation planned no earlier than summer 2027

Source: Marti Technologies, Inc. Form 20-F Annual Report For the Fiscal Year Ended December 31, 2025.

Management has strategically delayed major capital investments in new micromobility vehicles until at least the summer of 2027, focusing instead on extending the useful life of its existing fleet through in-house refurbishments. Internal R&D resources remain centered on machine learning algorithms, automated dynamic pricing, and dispatch optimization, supporting scaling in ride-hailing and delivery without significant vehicle acquisition outlays.

Shareholding Pattern

Beneficial ownership of Marti Technologies, Inc. is determined under SEC regulations, including ordinary shares held directly as well as options, RSUs, and convertible instruments exercisable within 60 days of February 28, 2026. The company had 86,042,726 Class A ordinary shares issued and outstanding as of February 28, 2026.

Shareholder Identity & Beneficial Holder Category	Number of Ordinary Shares Beneficially Owned	Percentage of All Ordinary Shares (%)	Nature of Beneficial Holding & Conversion Details
405 MSTV I LP	28,212,548	25.8%	Includes 4,964,232 direct shares and 23,248,316 shares issuable upon note conversion
Daniel Freifeld / Farragut Investor Entities	22,725,214	22.6%	Includes Callaway LLC, Farragut LP, and 14,369,898 total convertible note shares
Esra Unluaslan Durgun	14,425,406	16.8%	Includes 14,134,009 direct shares and 291,397 equity awards (spouse of COO Cankut Durgun)
Oğuz Alper Öktem	13,984,229	16.3%	Includes 2,892,832 direct shares, 291,397 options/RSUs, and 10,800,000 via Oktem Family Fund LLC
Sumed Equity Ltd.	8,047,123	9.3%	Includes 7,216,074 direct shares and 831,049 shares issuable upon note conversion
New Holland Tactical Alpha Fund LP	5,226,678	5.8%	Includes 1,601,885 direct shares and 3,624,793 shares issuable upon note conversion
Funds managed by Weiss Asset Management LP	4,594,426	5.1%	Includes 1,557,443 shares via BGO and 3,036,983 shares via BIP (convertible notes)