SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MCLAMB MICHAEL H

(Last)

(First)

(Middle)

2600 MCCORMICK DRIVE, SUITE 200

(Street)

CLEARWATER

33759

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MARINEMAX INC [ HZO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Executive VP, CFO and Sec

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/30/2023		M		18,541	A	$0.00	96,260	D
Common Stock	09/30/2023		M		2,355	A	$0.00	98,615	D
Common Stock	09/30/2023		M		1,810	A	$0.00	100,425	D
Common Stock	09/30/2023		M		3,177	A	$0.00	103,602	D
Common Stock	09/30/2023		F		6,304	D	$32.82	97,298	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Based Restricted Stock Units	⁽¹⁾	09/30/2023		M			18,541	⁽²⁾	⁽²⁾	Common Stock	18,541	$0.00	0	D
Restricted Stock Units	⁽¹⁾	09/30/2023		M			2,355	⁽³⁾	⁽³⁾	Common Stock	2,355	$0.00	0	D
Restricted Stock Units	⁽¹⁾	09/30/2023		M			1,810	⁽⁴⁾	⁽⁴⁾	Common Stock	1,810	$0.00	1,811	D
Restricted Stock Units	⁽¹⁾	09/30/2023		M			3,177	⁽⁵⁾	⁽⁵⁾	Common Stock	3,177	$0.00	6,355	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of MarineMax, Inc. Common Stock.

2. The performance-based restricted stock units vest on September 30, 2023. These units were awarded based on performance criteria established on December 2, 2020 and tied to inventory management and operations during fiscal 2021.

3. The restricted stock units vest in three annual installments beginning on September 30, 2021.

4. The restricted stock units vest in three annual installments beginning on September 30, 2022.

5. The restricted stock units vest in three annual installments beginning on September 30, 2023.

Remarks:

	Anthony E. Cassella, Jr., Attorney-in-Fact for Michael H. McLamb	10/03/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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