STOCK TITAN

Marcus Corp (NYSE: MCS) exec nets shares from major option exercise

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

Rhea-AI Filing Summary

Marcus Corp senior executive Thomas F. Kissinger exercised stock options and increased his direct shareholdings. On April 13, 2026, he exercised options for 42,450 shares of common stock at an exercise price of $15.99 per share, converting them into common shares.

As part of this net exercise, 38,511 shares of common stock were withheld to cover the option exercise price and related tax obligations at a reference price of $19.17 per share. Following these transactions, Kissinger directly owned 203,639 shares of Marcus common stock, plus a small indirect holding of 547 shares through a dividend reinvestment and associate stock purchase plan.

He also retained multiple outstanding stock option grants, including options covering 17,000 shares at an exercise price of $31.20 per share expiring in 2027 and options covering 50,000 shares at an exercise price of $17.04 per share expiring in 2032, along with several other grants expiring between 2028 and 2031.

Positive

  • None.

Negative

  • None.
Insider KISSINGER THOMAS F
Role Sr Exec VP, Gen Counsel & Secy
Type Security Shares Price Value
Exercise Stock Option (right to buy) (granted 3/7/23) 42,450 $0.00 --
Exercise Common Stock 42,450 $15.99 $679K
Tax Withholding Common Stock 38,511 $19.17 $738K
holding Stock Option (right to buy) (granted 2/28/17) -- -- --
holding Stock Option (right to buy) (granted 2/27/18) -- -- --
holding Stock Option (right to buy) (granted 2/26/19) -- -- --
holding Stock Option (right to buy) (granted 2/25/20) -- -- --
holding Stock Option (right to buy) (granted 3/9/21) -- -- --
holding Stock Option (right to buy) (granted 3/8/22) -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (right to buy) (granted 3/7/23) — 14,150 shares (Direct); Common Stock — 242,150 shares (Direct); Stock Option (right to buy) (granted 2/28/17) — 17,000 shares (Direct); Stock Option (right to buy) (granted 2/27/18) — 24,400 shares (Direct); Stock Option (right to buy) (granted 2/26/19) — 23,400 shares (Direct); Stock Option (right to buy) (granted 2/25/20) — 39,000 shares (Direct); Stock Option (right to buy) (granted 3/9/21) — 47,100 shares (Direct); Stock Option (right to buy) (granted 3/8/22) — 50,000 shares (Direct); Common Stock — 547 shares (Indirect, By Plan)
Footnotes (1)
  1. Represents a net exercise of outstanding options. The reporting person received 56,600 shares of common stock on net exercise of option to purchase 42,450 shares of common stock. The Company withheld 38,511 shares of common stock underlying the option for payment of the exercise price and tax withholding, using the closing stock price on April 13, 2026 of $19.17, pursuant to the terms of The Marcus Corporation 2004 Equity and Incentive Awards Plan. By Dividend Reinvestment and Associate Stock Purchase Plan The options originally granted vest and become exercisable as follows: 50% after 2nd anniversary of the date of grant; 75% after 3rd anniversary; and 100% after 4 years. The options originally granted vest and become exercisable as follows: 40% after 2nd anniversary of the date of grant; 60% after 3rd anniversary; 80% after 4th anniversary; and 100% after 5 years.
Options exercised 42,450 shares Stock option exercise on April 13, 2026 at $15.99
Exercise price $15.99 per share Conversion of options into Marcus common stock
Shares withheld for exercise and taxes 38,511 shares Withheld at $19.17 closing price on April 13, 2026
Direct common shares after transactions 203,639 shares Post-transaction direct ownership
Indirect plan shares 547 shares Held via Dividend Reinvestment and Associate Stock Purchase Plan
Option grant 2027 expiry 17,000 shares at $31.20 Stock option (granted 2/28/17) expiring February 28, 2027
Option grant 2032 expiry 50,000 shares at $17.04 Stock option (granted 3/8/22) expiring March 8, 2032
net exercise financial
"Represents a net exercise of outstanding options."
Stock Option (right to buy) financial
"Stock Option (right to buy) (granted 3/7/23)"
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Dividend Reinvestment and Associate Stock Purchase Plan financial
"By Dividend Reinvestment and Associate Stock Purchase Plan"
Equity and Incentive Awards Plan financial
"pursuant to the terms of The Marcus Corporation 2004 Equity and Incentive Awards Plan"
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*
KISSINGER THOMAS F

(Last)(First)(Middle)
THE MARCUS CORPORATION
111 EAST KILBOURN AVENUE, SUITE 1200

(Street)
MILWAUKEE WISCONSIN 53202

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
MARCUS CORP [ MCS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Sr Exec VP, Gen Counsel & Secy
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/13/2026
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
Common Stock04/13/2026M42,450A$15.99242,150D
Common Stock04/13/2026F(1)38,511D$19.17203,639D
Common Stock547IBy Plan(2)
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
Stock Option (right to buy) (granted 3/7/23)$15.9904/13/2026M42,450 (3)03/07/2033Common Stock42,450$014,150D
Stock Option (right to buy) (granted 2/28/17)$31.2 (4)02/28/2027Common Stock17,00017,000D
Stock Option (right to buy) (granted 2/27/18)$27 (4)02/27/2028Common Stock24,40024,400D
Stock Option (right to buy) (granted 2/26/19)$41.9 (4)02/26/2029Common Stock23,40023,400D
Stock Option (right to buy) (granted 2/25/20)$28.88 (4)02/25/2030Common Stock39,00039,000D
Stock Option (right to buy) (granted 3/9/21)$21.84 (4)03/09/2031Common Stock47,10047,100D
Stock Option (right to buy) (granted 3/8/22)$17.04 (3)03/08/2032Common Stock50,00050,000D
Explanation of Responses:
1. Represents a net exercise of outstanding options. The reporting person received 56,600 shares of common stock on net exercise of option to purchase 42,450 shares of common stock. The Company withheld 38,511 shares of common stock underlying the option for payment of the exercise price and tax withholding, using the closing stock price on April 13, 2026 of $19.17, pursuant to the terms of The Marcus Corporation 2004 Equity and Incentive Awards Plan.
2. By Dividend Reinvestment and Associate Stock Purchase Plan
3. The options originally granted vest and become exercisable as follows: 50% after 2nd anniversary of the date of grant; 75% after 3rd anniversary; and 100% after 4 years.
4. The options originally granted vest and become exercisable as follows: 40% after 2nd anniversary of the date of grant; 60% after 3rd anniversary; 80% after 4th anniversary; and 100% after 5 years.
/s/ Steven R. Barth, Attorney-in-Fact for Thomas F. Kissinger04/15/2026
** 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 transactions did MCS executive Thomas F. Kissinger report?

Thomas F. Kissinger exercised stock options for 42,450 Marcus Corp (MCS) shares at $15.99 per share. The exercise converted derivative options into common stock, with a portion of the resulting shares withheld to cover the exercise price and related tax obligations.

How many Marcus Corp (MCS) shares does Thomas F. Kissinger hold after this Form 4?

After the reported transactions, Thomas F. Kissinger directly holds 203,639 Marcus Corp common shares. He also has an indirect holding of 547 shares through a Dividend Reinvestment and Associate Stock Purchase Plan, in addition to several outstanding stock option grants on future shares.

How were taxes and exercise costs handled in the MCS insider option exercise?

In the net option exercise, 38,511 Marcus Corp shares were withheld to pay the exercise price and tax liabilities, using a closing stock price of $19.17. This approach settles obligations in shares rather than requiring separate cash payments by the executive.

What stock options does Thomas F. Kissinger retain in Marcus Corp (MCS)?

Kissinger retains several stock option grants on Marcus Corp shares, including 17,000 shares at a $31.20 exercise price expiring in 2027 and 50,000 shares at $17.04 expiring in 2032. Additional grants expiring between 2028 and 2031 provide further potential future share acquisitions.

Was the Form 4 transaction by the MCS executive an open-market sale?

No, the filing shows an option exercise and tax withholding, not an open-market sale. The F-coded transaction represents 38,511 shares withheld to cover the exercise price and taxes, while the M-coded entries reflect converting options into common stock rather than selling shares in the market.