STOCK TITAN

Malibu Boats (MBUU) director adds 761 deferred stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Connolly Michael reported acquisition or exercise transactions in this Form 4 filing.

Malibu Boats, Inc. director Michael Connolly received an award of 761 shares of Class A Common Stock at $25.92 per share, issued as stock units in lieu of a portion of his cash annual director retainer for the quarter ended March 31, 2026.

The stock units are fully vested and will be settled in an equivalent number of shares upon separation from service, a change in control under the company’s long-term incentive plans, or an in-service distribution date he elects. After this grant, he directly holds 61,243 shares and deferred stock units, including 9,579 stock units with similar deferred payment terms and 46,392 fully vested stock units payable upon separation or change in control.

Positive

  • None.

Negative

  • None.
Insider Connolly Michael
Role Director
Type Security Shares Price Value
Grant/Award Class A Common Stock 761 $25.92 $20K
Holdings After Transaction: Class A Common Stock — 61,243 shares (Direct)
Footnotes (1)
  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 761 stock units for the portion of the annual retainer earned for the quarterly period ended March 31, 2026. 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. Includes 9,579 stock units with vesting terms described in footnote 2 and 46,392 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.
Stock units granted 761 shares Grant of Class A Common Stock units for quarter ended March 31, 2026
Grant price per share $25.92 per share Value used for the 761-share stock unit award
Total holdings after grant 61,243 shares/units Direct holdings following the reported transaction
Deferred stock units (type 1) 9,579 stock units Units with payment terms described in Payment Event footnote
Deferred stock units (fully vested) 46,392 stock units Fully vested units payable after separation or change in control
Directors' Compensation Policy financial
"Pursuant to the Issuer's Directors' Compensation Policy (the "Policy"), directors may elect that their cash annual retainer be converted..."
stock units financial
"the reporting person was issued 761 stock units for the portion of the annual retainer earned..."
Stock units are individual pieces of ownership in a company, like slices of a pie that together make up the whole business. They matter to investors because each unit represents a claim on the company’s assets, profits and sometimes voting power, and changes in the number or value of these units affect ownership percentages, potential dividends and share dilution — all of which influence an investment’s worth.
Long-Term Incentive Plan financial
"a change in control under the Issuer's Long-Term Incentive Plan..."
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.
change in control financial
"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..."
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
equity incentive plans financial
"the occurrence of a change in control under the Issuer's equity incentive plans."
Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.
SEC Form 4
FORM 4UNITED 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).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Connolly Michael

(Last)(First)(Middle)
5075 KIMBERLY WAY

(Street)
LOUDON TENNESSEE 37774

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
MALIBU BOATS, INC. [ MBUU ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock04/01/2026A(1)(2)761A$25.9261,243(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 761 stock units for the portion of the annual retainer earned for the quarterly period ended March 31, 2026.
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 9,579 stock units with vesting terms described in footnote 2 and 46,392 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:
MICHAEL J. CONNOLLY /s/ Brooke Zinter as attorney-in-fact04/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Malibu Boats (MBUU) report for Michael Connolly?

Malibu Boats reported that director Michael Connolly received 761 shares of Class A Common Stock as stock units at $25.92 per share. The award represents his elected conversion of part of his quarterly cash director retainer into equity-based compensation under the directors’ compensation policy.

How were the 761 Malibu Boats (MBUU) stock units granted to Michael Connolly structured?

The 761 stock units are fully vested upon grant but payable later in shares of Class A Common Stock. They were issued instead of cash for the quarterly retainer period ended March 31, 2026, based on Connolly’s election under the directors’ compensation policy.

When will Michael Connolly’s Malibu Boats (MBUU) stock units be paid out in shares?

The stock units will be paid in shares upon the earliest of his separation from service, a qualifying change in control, or an in-service distribution date he elects. Payment can be in a lump sum or over five or ten annual installments, depending on his prior election.

How many Malibu Boats (MBUU) shares and stock units does Michael Connolly hold after this Form 4?

After the reported grant, Connolly directly holds 61,243 shares and stock units in total. This includes 9,579 stock units with the described deferred terms and 46,392 fully vested stock units payable following separation from service or a qualifying change in control under the company’s equity plans.

Is Michael Connolly’s Malibu Boats (MBUU) Form 4 transaction an open-market purchase or compensation grant?

The transaction is a compensation-related grant, not an open-market purchase. It reflects his election to convert part of his cash annual director retainer into 761 fully vested stock units, which will later settle in shares under the company’s long-term incentive arrangements.

What choices does Michael Connolly have for receiving payment of his Malibu Boats (MBUU) stock units?

He may choose to receive the stock unit payouts in a lump sum within 30 days after the payment event or in annual installments over five or ten years. These choices apply when a separation from service, change in control, or chosen in-service distribution date occurs.