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). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
MALIBU BOATS, INC. [ MBUU ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/03/2021 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Class A Common Stock | 09/03/2021 | A(1) | 5,500 | A | $0 | 68,140(2) | D | |||
Class A Common Stock | 09/03/2021 | A(3) | 6,000 | A | $0 | 74,140(2) | D | |||
Class A Common Stock | 09/03/2021 | F(4) | 4,528 | D | $0 | 69,612(2) | D | |||
Class A Common Stock | 44,139 | I | See footnote(5) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (right to buy) | $30.87 | 09/03/2021 | A(6) | 5,000 | 09/03/2021 | 11/05/2023 | Class A Common Stock | 5,000 | $0 | 20,000(7) | D |
Explanation of Responses: |
1. Represents shares of the Issuer's Class A Common Stock vesting under performance-based restricted stock awards granted on November 6, 2017. |
2. 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. |
3. Represents shares of the Issuer's Class A Common Stock vesting under performance-based restricted stock awards granted on November 1, 2018. |
4. Represents shares of the Issuer's Class A Common Stock withheld for tax withholding purposes in connection with the vesting of the performance-based restricted stock awards referenced in footnotes (1), (3) and (4). |
5. The 44,139 shares of Class A Common Stock 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. |
6. Represents performance-based options vesting under options granted on November 6, 2017. |
7. As of the filing date hereof, options to purchase 17,500 shares had fully vested. The remaining options to purchase 2,500 shares will vest on November 6, 2021. |
Remarks: |
Jackie D. Springer Jr., /s/ Wayne Wilson as attorney-in-fact | 09/08/2021 | |
** 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |