0001590976-21-000026.txt : 20210216 0001590976-21-000026.hdr.sgml : 20210216 20210216210701 ACCESSION NUMBER: 0001590976-21-000026 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210211 FILED AS OF DATE: 20210216 DATE AS OF CHANGE: 20210216 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Springer Jackie D. Jr. CENTRAL INDEX KEY: 0001598726 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36290 FILM NUMBER: 21642257 MAIL ADDRESS: STREET 1: 5075 KIMBERLY WAY CITY: LOUDON STATE: TN ZIP: 37774 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MALIBU BOATS, INC. CENTRAL INDEX KEY: 0001590976 STANDARD INDUSTRIAL CLASSIFICATION: SHIP & BOAT BUILDING & REPAIRING [3730] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 5075 KIMBERLY WAY CITY: LOUDON STATE: TN ZIP: 37774 BUSINESS PHONE: 865-458-5478 MAIL ADDRESS: STREET 1: 5075 KIMBERLY WAY CITY: LOUDON STATE: TN ZIP: 37774 FORMER COMPANY: FORMER CONFORMED NAME: Malibu Boats, Inc. DATE OF NAME CHANGE: 20131104 4 1 wf-form4_161352757476108.xml FORM 4 X0306 4 2021-02-11 0 0001590976 MALIBU BOATS, INC. MBUU 0001598726 Springer Jackie D. Jr. 5075 KIMBERLY WAY LOUDON TN 37774 1 1 0 0 Chief Executive Officer Class A Common Stock 2021-02-11 4 C 0 38935 0 A 106027 I See footnote Class A Common Stock 2021-02-11 4 S 0 23941 76.75 D 82086 I See footnote Class A Common Stock 2021-02-11 4 S 0 22182 77.62 D 59904 I See footnote Class A Common Stock 2021-02-11 4 S 0 11265 78.55 D 48639 I See footnote Class A Common Stock 2021-02-11 4 S 0 4350 79.19 D 44289 I See footnote Class A Common Stock 2021-02-11 4 S 0 150 80.08 D 44139 I See footnote Class A Common Stock 2021-02-11 4 S 0 4117 76.50 D 75864 D Class A Common Stock 2021-02-11 4 S 0 11377 77.06 D 64487 D Class A Common Stock 2021-02-11 4 S 0 1847 77.98 D 62640 D Units of Malibu Boats Holdings, LLC 2021-02-11 4 C 0 38935 0 D Class A Common Stock 38935.0 13800 I See footnote Units of Malibu Boats Holdings, LLC 2021-02-11 5 G 0 E 8800 0 D Class A Common Stock 8800.0 5000 I See footnote Pursuant to the terms of exchange agreements (the "Exchange Agreement") between Malibu Boats, Inc. (the "Issuer") and holders of limited liability company interests of Malibu Boats Holdings, LLC (the "LLC Units"), a holder of LLC Units has the right to exchange LLC Units for shares of the Issuer's Class A Common Stock on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications, or at the Issuer's option, other than in the event of a change in control, for cash payment equal to the market value of the LLC Units. The LLC Units have no expiration dates. The reporting person exchanged LLC Units for the equivalent number of shares of the Issuer's Class A Common Stock in accordance with the terms of the Exchange Agreement. The shares of Class A Common Stock and LLC Units are held directly by a limited liability company. The reporting person and his wife each own a 50% membership interest in, and the reporting person is the managing member of, the limited liability company. Includes 30,000 shares of Class A Common Stock held indirectly which were previously inadvertently reported as held directly by the reporting person. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.00 to $76.99, inclusive. The reporting person undertakes to provide any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (4), (5), (6), (7), (8), (9), (11) and (12). The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $77.02 to $77.99, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.00 to $78.99, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.00 to $79.90, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.04 to $80.17, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.92 to $76.91, inclusive. As of the filing date hereof, also includes 2,750 shares of restricted stock vesting on November 6, 2021, 6,000 shares of restricted stock vesting in two equal annual installments beginning on November 6, 2021, 11,039 shares of restricted stock vesting in three substantially equal annual installments beginning on November 6, 2021, and 12,979 shares of restricted stock vesting in four substantially equal annual installments beginning on November 6, 2021. Does not include 30,000 shares of Class A Common Stock held indirectly which were previously inadvertently reported as held directly by the reporting person. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.93 to $77.83, inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $77.94 to $77.99, inclusive. The reporting person transferred his indirectly held LLC Units to another entity for no consideration. Jackie D. Springer Jr., /s/ Wayne Wilson as attorney-in-fact 2021-02-16