MarineMax US SEC Filings

MarineMax, Inc. furnished an update on its business by reporting financial results for its first fiscal quarter ended December 31, 2025. The company did this through a press release dated January 29, 2026, which is attached as Exhibit 99.1.

The report is provided under a rule that treats the information as “furnished” rather than “filed,” meaning it is not subject to certain liability provisions and is not automatically included in other securities filings. The 8-K mainly serves to formally transmit the earnings press release to investors and regulators.

MarineMax, Inc. is asking shareholders to vote at its March 3, 2026 annual meeting on key corporate matters. Shareholders will elect three Class I directors to terms ending in 2029, cast an advisory vote on executive compensation, consider an amendment to the 2021 Stock-Based Compensation Plan to increase shares available under the plan by 415,000, and ratify KPMG LLP as auditor for the fiscal year ending September 30, 2026.

The proxy statement details the company’s classified, majority-vote board structure, committee memberships, and an independent chair model. It explains a pay-for-performance compensation philosophy in which most named executive officer pay is variable, tied to pretax income, inventory aging, and net promoter scores, and delivered largely through restricted stock units. It also outlines enhanced 2026 incentive design, director qualifications, risk oversight, and social and environmental policies.

Dimensional Fund Advisors LP has filed an amended Schedule 13G reporting beneficial ownership of 1,044,643 shares of MarineMax Inc common stock, representing 4.8% of the class as of 12/31/2025. Dimensional reports sole power to vote 1,014,478 shares and sole power to dispose of 1,044,643 shares.

The shares are held across various investment funds and accounts advised or managed by Dimensional and its subsidiaries, and Dimensional states that all securities are owned by these funds. Dimensional disclaims beneficial ownership of the securities beyond what is required for Section 13(d) reporting and certifies that the holdings are in the ordinary course of business and not for the purpose of changing or influencing control of MarineMax.

MarineMax, Inc. reported that Adam M. Johnson resigned from its Board of Directors effective January 16, 2026. The company stated that his decision was not due to any disagreement with MarineMax regarding its operations, policies, or practices, indicating an orderly departure rather than a conflict-driven exit. Following this resignation, the Board will consist of seven directors, so overall board size remains robust for governance and oversight.

MarineMax, Inc. received an updated ownership report on its common stock from several American Century entities and the Stowers Institute for Medical Research. American Century Investment Management, Inc., American Century Companies, Inc., and the Stowers Institute each report beneficial ownership of 2,165,158 shares of MarineMax common stock, representing 9.9% of the class. American Century Capital Portfolios, Inc. separately reports beneficial ownership of 1,324,505 shares, or 6.1% of the class.

The filing states that these securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of MarineMax. Various clients of American Century Investment Management have the right to receive dividends or sale proceeds, but no individual client holds more than 5% of the class.

MarineMax, Inc. director receives stock as part of board compensation. A Form 4 reports that director Adam M. Johnson acquired 825 shares of MarineMax common stock on 12/31/2025 at a price of $24.23 per share. These shares were issued as the quarterly portion of the director’s annual retainer fee, meaning they are part of his regular compensation rather than an open-market purchase. Following this transaction, he beneficially owns 29,217 shares of MarineMax common stock in direct ownership.

HZO has a Form 144 notice showing a planned sale of 10,000 shares of its common stock. The shares are to be sold through Raymond James & Associates on the NYSE, with an aggregate market value of $219,676.05 and 21,870,000 shares outstanding. The proposed sale date is approximately 11/21/2025.

The 10,000 shares come from restricted stock units granted by the issuer and acquired on several dates between 03/31/2021 and 09/30/2025, all listed as cash-settled awards. The person filing represents that they are not aware of any undisclosed material adverse information about the issuer’s current or prospective operations.

MarineMax, Inc. (HZO) reported an insider equity transaction by officer Manuel A. Alvare, III, who serves as General Counsel. On 11/19/2025, 3,000 restricted stock units (RSUs) converted into common stock at an exercise price of $0, reflecting the vesting of an equity award originally granted on November 19, 2021.

To cover tax obligations, 731 shares of common stock were disposed of at $22.38 under a transaction coded "F" for share withholding. Following these transactions, Alvare beneficially owns 10,314 shares of MarineMax common stock directly, plus an additional 25 shares held indirectly by a dependent household member.

MarineMax, Inc. (HZO) reported an equity award to officer and General Counsel Manuel A. Alvare III. On 11/17/2025, he received 2,317 performance-based restricted stock units and 6,057 time-based restricted stock units, each representing the right to receive one share of MarineMax common stock at no purchase price.

The performance-based units vest on September 30, 2027, based on criteria set on November 14, 2024 tied to inventory management and operations during fiscal 2025. The time-based restricted stock units vest in three annual installments beginning on September 30, 2026, aligning part of the executive’s compensation with longer-term company performance.