Malibu Boats (MBUU) Director Converts Retainer into 636 Stock Units

Rhea-AI Filing Summary

Mark W. Lanigan, a director of Malibu Boats, Inc. (MBUU), received 636 fully vested stock units on 10/01/2025 under the company's Directors' Compensation Policy. The units were issued in lieu of cash retainer and are recorded at a price of $32.45 per share for the transaction. After the issuance, the reporting person beneficially owns 79,825 shares/stock units in total. Some stock units (13,351) have the same deferred-payment vesting terms described below, while 46,474 units are fully vested and payable in shares upon separation from service or a change in control, or as soon as practicable and within 30 days. Units payable upon a Payment Event can be paid as a lump sum within 30 days or in annual installments over five or ten years, per the disclosure.

Positive

• Director accepted equity compensation (636 stock units), aligning interests with shareholders
• Stock units are fully vested for the reported 636-unit issuance
• Clear disclosure of payment options and vesting, including lump-sum or installment payouts

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director converted cash retainer into fully vested stock units, modestly increasing insider ownership but appears routine.

The filing shows a routine director compensation election where Mr. Lanigan received 636 stock units in exchange for his quarterly cash retainer. The units are fully vested and add to his aggregate beneficial ownership of 79,825 shares/units. The disclosure includes standard deferred-payment election mechanics and change-in-control/separation payment events. This is a standard non-cash compensation mechanism and does not by itself indicate a governance change or unusual insider activity.

Securities Analyst

TL;DR: Small acquisition via compensation; transaction code and reported price are recorded, but impact on capitalization is immaterial.

The Form 4 reports an acquisition coded "A" of 636 stock units at a reported price of $32.45, reflecting the director's election to receive equity instead of cash. The post-transaction beneficial ownership is 79,825 units/shares. The filing details vesting/payment schedules for certain units, including 13,351 units with deferred-payment terms and 46,474 fully vested units payable upon separation or change in control. For investors, this represents routine compensation-related insider activity rather than a material change to the company's capital structure.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Lanigan Mark W.

(Last) (First) (Middle)

5075 KIMBERLY WAY

(Street)

LOUDON TN 37774

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MALIBU BOATS, INC. [ MBUU ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	10/01/2025		A(1)(2)		636	A	$32.45	79,825(3)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Pursuant to the Issuer's Directors' Compensation Policy (the "Policy"), directors may elect that their cash annual retainer be converted into either fully vested (i) shares of the Issuer's Class A Common Stock or (ii) rights to receive an award of stock units that will be paid on a deferred basis. In accordance with the reporting person's election, the reporting person was issued 636 stock units for the portion of the annual retainer earned for the quarterly period ended September 30, 2025.

2. The stock units are fully vested and payable in an equivalent number of shares of the Issuer's Class A Common Stock upon the first to occur of (A) the date of the reporting person's separation from service, (B) the occurrence of a change in control under the Issuer's Long-Term Incentive Plan or (C) an in-service distribution date elected by the reporting person (each, a "Payment Event"). The reporting person may elect whether amounts becoming payable shall be paid in a lump-sum within 30 days following the Payment Event, or in annual installments over a period of 5 years or 10 years.

3. Includes 13,351 stock units with vesting terms described in footnote 2 and 46,474 stock units that are fully vested and payable in an equivalent number of shares of the Issuer's Class A Common Stock upon or as soon as practicable, and in all events within 30 days, following the first to occur of (A) the date of the reporting person's separation from service or (B) the occurrence of a change in control under the Issuer's equity incentive plans.

Remarks:

	MARK W. LANIGAN, /s/ Brooke Zinter as attorney-in-fact	10/01/2025
	** 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.

FAQ

What did Mark W. Lanigan report on the Form 4 for MBUU?

He reported receipt of 636 stock units on 10/01/2025 under the Directors' Compensation Policy, increasing his beneficial ownership to 79,825.

Were the stock units vested or subject to future vesting?

The 636 stock units are fully vested. The filing also notes 13,351 units with deferred-payment vesting terms and 46,474 units that are fully vested but payable upon separation or change in control.

How can the deferred stock units be paid out according to the filing?

Payment occurs upon separation, change in control, or an elected in-service date, and may be paid as a lump sum within 30 days or in annual installments over 5 or 10 years.

What transaction code and price were reported on the Form 4?

Transaction code: A (acquisition). Price reported: $32.45 per share/unit for this issuance.

Does the Form 4 indicate this filing was joint or individual?

The form was filed by one reporting person (individual filing).