0001213900-23-043557.txt : 20230526 0001213900-23-043557.hdr.sgml : 20230526 20230526163810 ACCESSION NUMBER: 0001213900-23-043557 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 20230526 DATE AS OF CHANGE: 20230526 GROUP MEMBERS: PPF A.S. GROUP MEMBERS: PPF IM LTD. GROUP MEMBERS: RENATA KELLNEROVA SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MARINEMAX INC CENTRAL INDEX KEY: 0001057060 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO & HOME SUPPLY STORES [5531] IRS NUMBER: 593496957 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-54257 FILM NUMBER: 23969688 BUSINESS ADDRESS: STREET 1: 2600 MCCORMICK DRIVE STREET 2: SUITE200 CITY: CLEARWATER STATE: FL ZIP: 33759 BUSINESS PHONE: 8135318150 MAIL ADDRESS: STREET 1: 2600 MCCORMICK DRIVE STREET 2: SUITE200 CITY: CLEARWATER STATE: FL ZIP: 33759 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PPF Group N.V. CENTRAL INDEX KEY: 0001788137 IRS NUMBER: 000000000 STATE OF INCORPORATION: P7 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: STRAWINSKYLAAN 933 CITY: AMSTERDAM STATE: P7 ZIP: 1077XX BUSINESS PHONE: 31(0) 20 8813120 MAIL ADDRESS: STREET 1: STRAWINSKYLAAN 933 CITY: AMSTERDAM STATE: P7 ZIP: 1077XX SC 13D 1 ea179397-13dppf_marine.htm SCHEDULE 13D

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

(Amendment No. )*

 

 

 

MarineMax, Inc.

(Name of Issuer)

 

Common Stock, par value $0.001 per share

(Title of Class of Securities)

 

567908108

(CUSIP Number)

 

c/o Lubomír Král

PPF a.s.

Evropská 2690/17

P.O. Box 177

160 41 Praha 6

Czech Republic

Tel: (+420) 224 174 067

 

with copies to:

 

Chang-Do Gong

Scott Levi

White & Case LLP

1221 Avenue of the Americas

New York, NY 10020-1095

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

May 16, 2023

(Date of Event Which Requires Filing of This Statement)

 

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ☐.

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

 

 

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

 

 

 

CUSIP No. 567908108

 SCHEDULE 13D Page 2 of 9

 

1 NAME OF REPORTING PERSON
Renata Kellnerova
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

3 SEC USE ONLY
 
4 SOURCE OF FUNDS
AF (See Item 3)
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)  ☐
 
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Czech Republic

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH		 7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
1,181,826
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
1,181,826

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,181,826
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐

13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.4% (1)
14 TYPE OF REPORTING PERSON
IN

 

(1)All calculations herein of the percentage of common stock, par value $0.001 per share (“Common Stock”) of MarineMax, Inc. (the “Issuer”) beneficially owned are based on a total of 21,854,964 Common Stock issued and outstanding as of April 24, 2023, as reported on the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission by the Issuer on April 27, 2023 (the “Form 10-Q”).

 

 

 

 

CUSIP No. 567908108

 SCHEDULE 13D Page 3 of 9

 

1 NAME OF REPORTING PERSON
PPF Group N.V.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

3 SEC USE ONLY
 
4 SOURCE OF FUNDS
AF (See Item 3)
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)  ☐
 
6 CITIZENSHIP OR PLACE OF ORGANIZATION
The Netherlands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH		 7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
1,181,826
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
1,181,826

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,181,826
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐

13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.4% (1)
14 TYPE OF REPORTING PERSON
CO

 

(1)All calculations herein of the percentage of Common Stock beneficially owned are based on a total of 21,854,964 Common Stock issued and outstanding as of April 24, 2023, as reported on the Form 10-Q.

 

 

 

 

CUSIP No. 567908108

 SCHEDULE 13D Page 4 of 9

 

1 NAME OF REPORTING PERSON
PPF a.s.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

3 SEC USE ONLY
 
4 SOURCE OF FUNDS
WC (See Item 3)
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)  ☐
 
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Czech Republic

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH		 7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
1,181,826
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
1,181,826

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,181,826
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐

13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.4% (1)
14 TYPE OF REPORTING PERSON
CO

 

(1)All calculations herein of the percentage of Common Stock beneficially owned are based on a total of 21,854,964 Common Stock issued and outstanding as of April 24, 2023, as reported on the Form 10-Q.

 

 

 

 

CUSIP No. 567908108

 SCHEDULE 13D Page 5 of 9

 

1 NAME OF REPORTING PERSON
PPF IM Ltd.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

3 SEC USE ONLY
 
4 SOURCE OF FUNDS
WC (See Item 3)
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)  ☐
 
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Cyprus

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH		 7 SOLE VOTING POWER
0
8 SHARED VOTING POWER
1,181,826
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
1,181,826

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,181,826
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐

13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.4% (1)
14 TYPE OF REPORTING PERSON
CO

 

(1)All calculations herein of the percentage of Common Stock beneficially owned are based on a total of 21,854,964 Common Stock issued and outstanding as of April 24, 2023, as reported on the Form 10-Q.

 

 

 

 

CUSIP No. 567908108

 SCHEDULE 13D Page 6 of 9

 

Item 1. Security and Issuer.

 

This statement of beneficial ownership on Schedule 13D relates to the common stock, par value $0.001 per share (“Common Stock”), of MarineMax, Inc., a Florida corporation (the “Issuer”). The address of the Issuer’s principal executive office is 2600 McCormick Drive, Suite 200, Clearwater, Florida.

 

Item 2. Identity and Background.

 

(a) This Schedule 13D is being filed by the following persons (each a “Reporting Person” and, collectively, the “Reporting Persons”):

 

●Renata Kellnerova, a citizen of the Czech Republic;

 

●PPF Group N.V., a public limited liability company organized and existing under the laws of the Netherlands (“PPF Group”);

 

●PPF a.s., a joint stock company organized and existing under the laws of the Czech Republic; and

 

●PPF IM Ltd., a private limited liability company organized and existing under the laws of Cyprus (“PPF IM”).

 

PPF a.s. is the sole shareholder of PPF IM. PPF Group is the sole shareholder of PPF a.s. Mrs. Kellnerova, in her capacity as the majority owner of PPF Group, has the ability to indirectly control the decisions of PPF Group regarding the vote and disposition of securities held by PPF Group, and as such may be deemed to have indirect beneficial ownership of the 1,181,826 Common Stock held by PPF IM.

 

Information regarding each director and officer of PPF IM (collectively, the “Covered Persons”) is set forth in the attached Annex A and incorporated by reference.

 

The Reporting Persons have entered into a Joint Filing Agreement dated May 26, 2023, pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, a copy of which is attached hereto as Exhibit 7.1.

 

(b) The principal business address of Mrs. Kellnerova is c/o PPF a.s., Evropská 2690/17, P.O. Box 177, 160 41 Prague 6, Czech Republic. The address of the principal office of PPF Group is Strawinskylaan 933, 1077XX Amsterdam, The Netherlands. The address of the principal office of PPF a.s. is Evropská 2690/17, P.O. Box 177, 160 41 Prague 6, Czech Republic. The address of the principal office of PPF IM is Themistokli Dervi, 48, Athienitis Centennial Building, Flat/Office 603, 1066 Nicosia, Cyprus.

 

(c) Mrs. Kellnerova’s principal occupation is her position as majority owner of PPF Group. The principal business of PPF Group is investment in multiple market segments such as financial services, telecommunications, media, real estate, marine leisure, e-commerce and retail, mobility and mechanical engineering and biotechnology in Europe, the United States and across Asia. The principal business of PPF a.s. is to act as a holding company for certain investments of PPF Group and as main advisory and service company within PPF Group. The principal business of PPF IM is to act as a holding company.

 

(d)-(e) During the last five years, none of the Reporting Persons, or to the best of their knowledge, any of the Covered Persons, has (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

(f) The citizenship of each of the Reporting Persons is set forth in Item 2(a). Please refer to Annex A for the citizenship of each Reporting Person.

 

 

 

 

CUSIP No. 567908108

 SCHEDULE 13D Page 7 of 9

 

Item 3. Source and Amount of Funds or Other Consideration.

 

PPF IM acquired the securities reported herein in a series of open market transactions funded by its working capital between April 27, 2023 and May 22, 2023.

 

Item 4. Purpose of Transaction

 

The information in Item 6 of this Schedule 13D is incorporated herein by reference.

 

The Reporting Persons acquired the securities reported herein for strategic investment purposes. The Reporting Persons will continuously review their investment in Issuer, and depending on market, economic and industry conditions, their continuing evaluation of the business, strategies, prospects, management, governance, operations, performance, financial matters, capital structure and prospects, market positions, strategic and other transactions of the Issuer, alternative investment opportunities and changes in law and/or regulations and all other factors that may be deemed relevant, the Reporting Persons may dispose of or acquire additional securities of the Issuer. The Reporting Persons may engage in discussions with the Issuer’s management and/or board of directors (the “Board”), other stockholders of the Issuer and other interested parties that may relate to the business, management, operations (including cost structure), assets, capitalization, financial condition, strategic plans, governance, Board composition and the future of the Issuer. Subject to market conditions and other factors described in this Schedule 13D, the Reporting Persons may also seek to monetize their securities in the Issuer through various transactions, including, without limitation, derivative transactions or a pledge of their interests in the securities of the Issuer as collateral for liquidity purposes.

 

The Reporting Persons do not have any current plans or proposals which relate to or would result in any of the actions described in Items 4(a)-(j) of Schedule 13D. However, the Reporting Persons may consider such matters in the future and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, the Reporting Persons may hold discussions with or make informal recommendations or formal proposals to the Issuer’s management or Board, including any special committees of the Board and their respective advisors, other holders of the Issuer’s securities, industry analysts, financial sponsors, existing or potential strategic partners, actual or potential sources of capital and other third parties regarding such matters.

 

Item 5. Interest in Securities of the Issuer.

 

The information contained on the cover pages of this Schedule 13D is incorporated herein by reference. Calculations of the percentage ownership of the Common Stock beneficially owned are based on a total of 21,854,964 Common Stock issued and outstanding as of April 24, 2023, as reported on the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission by the Issuer on April 27, 2023.

 

(a) PPF IM is the owner of record of 1,181,826 shares of Common Stock. Each of the Reporting Persons, as a result of the relationships described in Item 2, may be deemed to directly or indirectly beneficially own the Common Stock held by PPF IM, the percentages of which are represented by row 13 of the cover pages of this Schedule 13D. Each of the Reporting Persons disclaims beneficial ownership in all shares of Common Stock reported herein, except to the extent of its respective pecuniary interest therein.

 

(b) For information on the Reporting Persons’ powers to vote and dispose of such shares, see rows 7 to 10 of the cover pages to this Schedule 13D.

 

(c) Transactions by the Reporting Persons in the Common Stock effected during the past 60 days are set forth in Annex B and such information is incorporated herein by reference.

 

(d) To the best knowledge of the Reporting Persons, no one other than the Reporting Persons and their respective members, shareholders and affiliates has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock reported herein as beneficially owned by the Reporting Persons.

 

(e) Not applicable.

 

 

 

 

CUSIP No. 567908108

 SCHEDULE 13D Page 8 of 9

 

Item 6. Contracts, Arrangement, Understandings or Relationships with Respect to Securities of the Issuer.

 

The information in Items 3 and 4 of this Schedule 13D is incorporated herein by reference.

 

Except as described above and herein in this Schedule 13D, there are no other contracts, understandings or relationships (legal or otherwise) among the Reporting Persons, or, to the best of their knowledge, any of the Covered Persons and between such persons and any person with respect to any of the securities of the Issuer currently owned by the Reporting Persons.

 

Item 7. Material to be Filed as Exhibits.

 

Exhibit 7.1   Joint Filing Agreement.
   
Exhibit 7.2   Power of Attorney of Renata Kellnerova, dated as of May 25, 2023.
   
Exhibit 7.3   Power of Attorney of PPF Group N.V., dated as of May 25, 2023.
     
Exhibit 7.4   Power of Attorney of PPF IM Ltd., dated as of May 25, 2023

 

 

 

 

CUSIP No. 567908108

 SCHEDULE 13D Page 9 of 9

 

SIGNATURES

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: May 26, 2023

 

  RENATA KELLNEROVA
     
  By:

/s/ Lubomír Král

    Name: Lubomír Král
    Title: Attorney-in-Fact

 

  PPF GROUP N.V.
     
  By:

/s/ Lubomír Král

    Name: Lubomír Král
    Title: Attorney-in-Fact

 

  PPF A.S.
     
  By:

/s/ Lubomír Král

    Name: Lubomír Král
    Title: Member of the Board of Directors

 

  PPF IM LTD.
     
  By:

/s/ Lubomír Král

    Name: Lubomír Král
    Title: Attorney-in-Fact

 

 

 

 

Annex A

 

Executive Officers and Directors of PPF IM Ltd.

 

The name, present principal occupation, principal business address and country of citizenship of each executive officer and director of PPF IM Ltd. are set forth below.

 

Name   Present Principal
Occupation or
Employment		   Address of Present Principal Occupation or
Employment		   Citizenship
AMANDA JANE SAMPEY   Director   c/o Themistokli Dervi, 48, Athienitis Centennial Building, Flat/Office 603, 1066 Nicosia, Cyprus   British (United Kingdom)
JANETTE SPENCER   Director   c/o Themistokli Dervi, 48, Athienitis Centennial Building, Flat/Office 603, 1066 Nicosia, Cyprus   British (United Kingdom)

 

 

 

 

Annex B

 

Transactions

 

The following table sets forth all transactions by the Reporting Persons with respect to shares of the Issuer’s Common Stock effected in the last 60 days, inclusive of any transactions effected through 4:00 p.m., New York City time, on May 26, 2023. Except as otherwise noted below, all such transactions were purchases of Common Stock effected in the open market, and the table excludes commissions paid in per share prices.

 

Nature of Transaction  Reporting Person 

Common Stock

Purchased

  

Price Per

Share ($)

   Date of
Purchase
Buy  PPF IM Ltd.   110,000   $27.94   4/27/2023
Buy  PPF IM Ltd.   177,798   $27.68(1)  4/27/2023
Buy  PPF IM Ltd.   32,848   $27.85   4/28/2023
Buy  PPF IM Ltd.   33,753   $27.87(1)  4/28/2023
Buy  PPF IM Ltd.   20,643   $27.95   5/1/2023
Buy  PPF IM Ltd.   55,034   $27.96(1)  5/1/2023
Buy  PPF IM Ltd.   71,169   $27.59(1)  5/2/2023
Buy  PPF IM Ltd.   37,022   $27.67   5/2/2023
Buy  PPF IM Ltd.   12,046   $28.00(1)  5/3/2023
Buy  PPF IM Ltd.   82,406   $27.96(1)  5/4/2023
Buy  PPF IM Ltd.   110,000   $27.94   5/4/2023
Buy  PPF IM Ltd.   28,770   $27.98(1)  5/10/2023
Buy  PPF IM Ltd.   89,659   $27.96   5/10/2023
Buy  PPF IM Ltd.   25,064   $27.98(1)  5/11/2023
Buy  PPF IM Ltd.   17,141   $27.98   5/11/2023
Buy  PPF IM Ltd.   49,965   $27.66(1)  5/12/2023
Buy  PPF IM Ltd.   30,322   $27.66   5/12/2023
Buy  PPF IM Ltd.   39,255   $27.87(1)  5/15/2023
Buy  PPF IM Ltd.   11,240   $27.85   5/15/2023
Buy  PPF IM Ltd.   78,347   $27.69(1)  5/16/2023
Buy  PPF IM Ltd.   51,101   $27.59   5/16/2023
Buy  PPF IM Ltd.   6,606   $27.90(1)  5/17/2023
Buy  PPF IM Ltd.   10,937   $27.99(1)  5/19/2023
Buy  PPF IM Ltd.   700   $27.97(1)  5/22/2023

 

(1)The price reported in this column is a weighted-average price. The Reporting Persons undertake to provide the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

 

 

 EX-99.7(1) 2 ea179397ex7-1_marine.htm JOINT FILING AGREEMENT

EXHIBIT 7.1

 

Joint Filing Agreement

 

Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”), the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of MarineMax, Inc., a Florida corporation, and further agree to the filing, furnishing, and/or incorporation by reference of this Joint Filing Agreement (this “Agreement”) as an exhibit thereto. Each of them is responsible for the timely filing of such filings and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

 

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement this 26th day of May 2023.

 

  RENATA KELLNEROVA
     
  By:

/s/ Lubomír Král

    Name:  Lubomír Král
    Title: Attorney-in-Fact

 

  PPF GROUP N.V.
     
  By:

/s/ Lubomír Král

    Name:  Lubomír Král
    Title: Attorney-in-Fact

 

  PPF A.S.
     
  By:

/s/ Lubomír Král

    Name:  Lubomír Král
    Title: Member of the Board of Directors

 

  PPF IM LTD.
     
  By:

/s/ Lubomír Král

    Name:  Lubomír Král
    Title: Attorney-in-Fact

 

 EX-99.7(2) 3 ea179397ex7-2_marine.htm POWER OF ATTORNEY OF RENATA KELLNEROVA, DATED AS OF MAY 25, 2023

EXHIBIT 7.2

 

POWER OF ATTORNEY

 

KNOW ALL BY THESE PRESENTS, that the undersigned does hereby constitute and appoint Lubomír Král as the undersigned’s true and lawful attorneys-in-fact to, as applicable:

 

(1)execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director and/or ten-percent owner of MarineMax, Inc. (the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and the rules thereunder and any amendments to the foregoing;

 

(2)do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Forms 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such form with the U.S. Securities and Exchange Commission (the “SEC”) and any stock exchange or similar authority;

 

(3)prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the reports on Schedule 13G or 13D (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 13(d) of the Exchange Act and the rules and regulations thereunder in the undersigned’s capacity as the beneficial owner of more than 5% of a registered class of equity securities of the Company;

 

(4)do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such reports on Schedule 13G or 13D (including, in each case, amendments thereto and joint filing agreements in connection therewith) and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and

 

(5)take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve to such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Sections 13(d), 13(g) and 16 of the Exchange Act.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5, or reports on Schedule 13G or 13D, as applicable, with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the 25th day of May, 2023.

 

  RENATA KELLNEROVA
   
  By: /s/ Renata Kellnerova
    Renata Kellnerova

 

 

 EX-99.7(3) 4 ea179397ex7-3_marine.htm POWER OF ATTORNEY OF PPF GROUP N.V., DATED AS OF MAY 25, 2023

EXHIBIT 7.3

 

POWER OF ATTORNEY

 

KNOW ALL BY THESE PRESENTS, that the undersigned does hereby constitute and appoint Lubomír Král as the undersigned’s true and lawful attorneys-in-fact to, as applicable:

 

(1)execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director and/or ten-percent owner of MarineMax, Inc. (the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and the rules thereunder and any amendments to the foregoing;

 

(2)do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Forms 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such form with the U.S. Securities and Exchange Commission (the “SEC”) and any stock exchange or similar authority;

 

(3)prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the reports on Schedule 13G or 13D (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 13(d) of the Exchange Act and the rules and regulations thereunder in the undersigned’s capacity as the beneficial owner of more than 5% of a registered class of equity securities of the Company;

 

(4)do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such reports on Schedule 13G or 13D (including, in each case, amendments thereto and joint filing agreements in connection therewith) and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and

 

(5)take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve to such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Sections 13(d), 13(g) and 16 of the Exchange Act.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5, or reports on Schedule 13G or 13D, as applicable, with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the 25th day of May, 2023.

 

  PPF GROUP N.V.
     
  By: /s/ J.C. Jansen
  Name:  J.C. Jansen
  Title: Director
     
  By: /s/ R. Bosveld
  Name: R. Bosveld
  Title: Director

 

 

 EX-99.7(4) 5 ea179397ex7-4_marine.htm POWER OF ATTORNEY OF PPF IM LTD., DATED AS OF MAY 25, 2023

EXHIBIT 7.4

 

POWER OF ATTORNEY

 

KNOW ALL BY THESE PRESENTS, that the undersigned does hereby constitute and appoint Lubomír Král as the undersigned’s true and lawful attorneys-in-fact to, as applicable:

 

(1)execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director and/or ten-percent owner of MarineMax, Inc. (the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and the rules thereunder and any amendments to the foregoing;

 

(2)do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Forms 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such form with the U.S. Securities and Exchange Commission (the “SEC”) and any stock exchange or similar authority;

 

(3)prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the reports on Schedule 13G or 13D (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 13(d) of the Exchange Act and the rules and regulations thereunder in the undersigned’s capacity as the beneficial owner of more than 5% of a registered class of equity securities of the Company;

 

(4)do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such reports on Schedule 13G or 13D (including, in each case, amendments thereto and joint filing agreements in connection therewith) and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and

 

(5)take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve to such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Sections 13(d), 13(g) and 16 of the Exchange Act.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5, or reports on Schedule 13G or 13D, as applicable, with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the 25th day of May, 2023.

 

  PPF IM LTD.
     
  By: /s/ Janette Spencer
  Name: Janette Spencer
  Title: Director