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Marcus Corp (MCS) executive net exercises 50,000 options, boosts holdings

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

Rhea-AI Filing Summary

Marcus Corp senior executive and general counsel Thomas F. Kissinger reported a compensation-related equity transaction. He exercised stock options to acquire 50,000 shares of common stock at an exercise price of $17.04 per share. The company withheld 41,723 shares, valued at the $23.37 closing price on June 25, 2026, to cover the option exercise price and related tax obligations, as permitted under the company’s 2004 Equity and Incentive Awards Plan.

Following these transactions, Kissinger directly owned 253,639 shares of common stock and held an additional 547 shares indirectly through a dividend reinvestment and associate stock purchase plan. He also retained multiple unexercised stock option awards with exercise prices between $15.99 and $41.90, expiring from 2027 through 2033.

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 3/8/22) 50,000 $0.00 --
Exercise Common Stock 50,000 $17.04 $852K
Tax Withholding Common Stock 41,723 $23.37 $975K
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 3/7/23) -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (right to buy) (granted 3/8/22) — 0 shares (Direct, null); Common Stock — 253,639 shares (Direct, null); Stock Option (right to buy) (granted 2/28/17) — 17,000 shares (Direct, null); Stock Option (right to buy) (granted 2/27/18) — 24,400 shares (Direct, null); Stock Option (right to buy) (granted 2/26/19) — 23,400 shares (Direct, null); Stock Option (right to buy) (granted 2/25/20) — 39,000 shares (Direct, null); Stock Option (right to buy) (granted 3/9/21) — 47,100 shares (Direct, null); Stock Option (right to buy) (granted 3/7/23) — 14,150 shares (Direct, null); Common Stock — 547 shares (Indirect, By Plan)
Footnotes (1)
  1. Represents a net exercise of outstanding options. The reporting person received 50,000 shares of common stock on net exercise of option to purchase 50,000 shares of common stock. The Company withheld 41,723 shares of common stock underlying the option for payment of the exercise price and tax withholding, using the closing stock price on June 25, 2026 of $23.37, 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 50,000 shares Common stock acquired via option exercise at $17.04 on June 25, 2026
Exercise price $17.04/share Exercise price for 50,000 stock options granted 3/8/22
Shares withheld 41,723 shares Withheld to cover exercise price and taxes at $23.37 closing price
Closing price used $23.37/share Common stock closing price on June 25, 2026 for withholding calculation
Direct common shares after 253,639 shares Direct Marcus Corp common stock ownership following reported transactions
Indirect common shares 547 shares Held by Dividend Reinvestment and Associate Stock Purchase Plan
Option grant 3/7/23 14,150 shares at $15.99 Unexercised stock options expiring March 7, 2033
Option grant 3/9/21 47,100 shares at $21.84 Unexercised stock options expiring March 9, 2031
net exercise financial
"Represents a net exercise of outstanding options. The reporting person received 50,000 shares of common stock on net exercise of option"
tax withholding financial
"The Company withheld 41,723 shares of common stock underlying the option for payment of the exercise price and tax withholding"
Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.
Stock Option (right to buy) financial
"Stock Option (right to buy) (granted 3/8/22)"
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"
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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)
06/25/2026
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 Stock06/25/2026M50,000A$17.04253,639D
Common Stock06/25/2026F(1)41,723D$23.37211,916D
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 3/8/22)$17.0406/25/2026M50,000 (3)03/08/2032Common Stock50,000$00D
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 3/7/23)$15.99 (3)03/07/2033Common Stock14,15014,150D
Explanation of Responses:
1. Represents a net exercise of outstanding options. The reporting person received 50,000 shares of common stock on net exercise of option to purchase 50,000 shares of common stock. The Company withheld 41,723 shares of common stock underlying the option for payment of the exercise price and tax withholding, using the closing stock price on June 25, 2026 of $23.37, 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/Thomas F. Kissinger06/29/2026
** 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 did Marcus Corp (MCS) executive Thomas F. Kissinger report in this Form 4?

Thomas F. Kissinger reported exercising stock options for 50,000 Marcus Corp common shares. The company withheld 41,723 shares to cover the option exercise price and related taxes, resulting in a routine compensation-driven adjustment to his equity position.

How many Marcus Corp (MCS) shares does Thomas F. Kissinger hold after the reported transactions?

After the transactions, Thomas F. Kissinger directly owned 253,639 Marcus Corp common shares. He also held 547 additional shares indirectly through a dividend reinvestment and associate stock purchase plan, according to the Form 4 disclosure.

What were the key prices used in Thomas F. Kissinger’s Marcus Corp option exercise?

The exercised stock options had an exercise price of $17.04 per Marcus Corp share. The company used the $23.37 closing stock price on June 25, 2026 to determine the 41,723 shares withheld for the option exercise cost and tax obligations.

Was the share disposition in Thomas F. Kissinger’s Marcus Corp Form 4 an open-market sale?

No, the reported disposition was not an open-market sale. Marcus Corp withheld 41,723 shares from the option exercise to pay the exercise price and tax liability, a standard tax-withholding mechanism rather than a discretionary market sale.

What unexercised Marcus Corp stock options does Thomas F. Kissinger still hold?

Kissinger retained several unexercised Marcus Corp option grants, including awards with exercise prices of $15.99, $21.84, $28.88, $41.90, $27.00, and $31.20. These options cover underlying common shares and expire between 2027 and 2033, based on the derivative holdings table.

How many Marcus Corp shares were withheld for taxes in Thomas F. Kissinger’s Form 4?

The company withheld 41,723 Marcus Corp common shares from the option exercise. These withheld shares, valued at the $23.37 closing price on June 25, 2026, were used to satisfy the exercise price and associated tax obligations under the equity plan.