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Malibu Boats (MBUU) director takes 727 stock units instead of cash retainer

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

Rhea-AI Filing Summary

Malibu Boats, Inc. director Michael Connolly received an award of 727 stock units of Class A Common Stock, valued at about $27.43 per unit, as part of his quarterly board retainer in lieu of cash. These units are fully vested but paid out later in shares after specific events.

The units will convert into the same number of shares upon the earlier of his separation from service, a qualifying change in control under the company’s incentive plans, or an in-service distribution date he elected. After this grant, Connolly holds a total of 61,970 stock units tied to deferred share payouts under company equity plans.

Positive

  • None.

Negative

  • None.
Insider Connolly Michael
Role null
Type Security Shares Price Value
Grant/Award Class A Common Stock 727 $27.43 $20K
Holdings After Transaction: Class A Common Stock — 61,970 shares (Direct, null)
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 727 stock units for the portion of the annual retainer earned for the quarterly period ended June 30, 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 10,306 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 727 stock units Quarterly board retainer for period ended June 30, 2026
Grant reference price $27.43 per unit Value per share used in the stock unit grant
Total units after grant 61,970 stock units Holdings following the reported transaction
Previously described stock units 10,306 stock units Units with vesting terms tied to Payment Events
Additional fully vested units 46,392 stock units Fully vested units payable after separation or change in control
Quarterly period covered Quarter ended June 30, 2026 Portion of annual retainer converted to stock units
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 727 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
"the occurrence of a change in control under the Issuer's Long-Term Incentive Plan or (C) an in-service distribution date..."
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
"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..."
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
"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.
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Form 4 Insider Transactions: What Each Field Means →
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)
07/01/2026		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 Stock07/01/2026A(1)(2)727A$27.4361,970(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 727 stock units for the portion of the annual retainer earned for the quarterly period ended June 30, 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 10,306 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-fact07/01/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

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

Malibu Boats reported that director Michael Connolly received 727 stock units of Class A Common Stock as part of his quarterly board retainer, converted from cash under the company’s directors’ compensation policy, adding to his existing deferred equity holdings.

Was the Malibu Boats (MBUU) Form 4 a market purchase or a compensation grant?

The Form 4 reflects a compensation grant, not an open-market purchase. Connolly elected to receive his cash annual retainer in stock units, which are fully vested but payable later in shares when certain service or change-in-control conditions are met.

How many Malibu Boats (MBUU) stock units does Michael Connolly hold after this filing?

Following the reported transaction, Michael Connolly holds 61,970 stock units. This total includes the new 727-unit grant plus previously awarded units with similar deferred-payment terms tied to separation from service or a qualifying change in control under company equity plans.

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

The stock units are payable in shares upon the first to occur of separation from service, a qualifying change in control, or an elected in-service distribution date, with amounts generally paid in a lump sum or installments as he has elected.

How were the 727 Malibu Boats (MBUU) stock units valued in the Form 4?

The 727 stock units were valued at a reference price of about $27.43 per share. This figure reflects the per-unit value used in the filing and helps show the size of the quarterly retainer amount converted from cash into stock-based compensation.