Form 4: Paris Chad M reports acquisition/exercise transactions in MCS

Rhea-AI Filing Summary

Paris Chad M reported acquisition or exercise transactions in a Form 4 filing for MCS. The filing lists transactions totaling 25,760 shares. Following the reported transactions, holdings were 76,427 shares.

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).

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^*

Paris Chad M

(Last) (First) (Middle)

THE MARCUS CORPORATION

111 EAST KILBOURN AVENUE, SUITE 1200

(Street)

MILWAUKEE WI 53202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MARCUS CORP [ MCS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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
Common Stock	02/11/2026		A(1)		25,760	A	$0	76,427	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
Stock Option (right to buy) (granted 10/18/21)	$18.68							(2)	10/18/2031	Common Stock	10,000		10,000	D
Stock Option (right to buy) (granted 3/8/22)	$17.04							(2)	03/08/2032	Common Stock	23,000		23,000	D
Stock Option (right to buy) (granted 3/7/23)	$15.99							(2)	03/07/2033	Common Stock	29,900		29,900	D

Explanation of Responses:

1. Restricted stock granted February 11, 2026 vests and becomes exercisable as follows: 50% after 2nd anniversary of date of grant and 100% after 3rd anniversary of date of grant.

2. 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.

	/s/ Steven R. Barth, Attorney-in-Fact for Chad M. Paris	02/13/2026
	** 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 insider transaction did MCS CFO Chad M. Paris report?

Chad M. Paris reported receiving 25,760 restricted shares of common stock. The grant occurred on February 11, 2026 at $0 per share, classified as a grant or award acquisition, increasing his directly held common stock to 76,427 shares.

How do the new MCS restricted shares granted to the CFO vest?

The 25,760 restricted MCS shares vest in two stages. According to the filing, 50% vest after the second anniversary of the February 11, 2026 grant date, and the remaining shares vest fully after the third anniversary of that grant date.

How many MCS common shares does the CFO own after this Form 4?

After the reported transaction, the CFO owns 76,427 MCS common shares directly. This total reflects the addition of the 25,760-share restricted stock grant and represents his beneficial ownership of non-derivative common stock reported in the filing.

What stock options in MCS does the CFO currently hold?

The CFO holds options for 10,000, 23,000, and 29,900 MCS shares. These have exercise prices of $18.68, $17.04, and $15.99, respectively, with expiration dates in 2031, 2032, and 2033, and they vest in stages up to four years after grant.

How do the MCS stock options for the CFO vest over time?

The options vest gradually based on anniversaries of their grant dates. The filing states they vest 50% after the second anniversary, 75% after the third anniversary, and reach 100% vesting after four years from the original grant date.

Is the MCS CFO’s Form 4 transaction a purchase or a grant?

The Form 4 transaction is a grant or award, not an open-market purchase. It is coded as an acquisition (A) at $0 per share, indicating equity compensation rather than a buy or sell transaction in the market.