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[Form 4] OneWater Marine Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

John Troiano, a director of OneWater Marine Inc. (ONEW), reported insider sales on 08/27/2025. He sold 11,545 shares of Class A common stock at a weighted average price of $17.3533 and 3,496 shares at a weighted average price of $17.3531, for a total of 15,041 shares sold at prices within reported ranges of $17.30 to $17.48 and $17.30 to $17.41 respectively. After the transactions, the filing shows indirect beneficial ownership of 172,450 shares via OWM BIP Investor, LLC and 52,226 shares via Beekman Investment Partners AIV III-OWM, L.P.; the report disclaims beneficial ownership except to the extent of any pecuniary interest. The report is signed by Troiano on 08/29/2025.

Positive
  • None.
Negative
  • Director sold 15,041 Class A shares on 08/27/2025, which may be perceived negatively by some investors
  • Sales occurred across multiple price points (ranges $17.30–$17.48 and $17.30–$17.41), requiring further detail to see concentration by price

Insights

TL;DR: A director executed modest stock sales through affiliated investment vehicles; disclosures clarify indirect ownership and managerial relationships.

The filing documents that John Troiano, identified as a director and sole manager of Beekman Investment Group III, LLC, sold a total of 15,041 Class A shares on 08/27/2025 across multiple transactions at weighted average prices ~$17.353. The report emphasizes that the shares are held indirectly through investment vehicles (OWM BIP Investor, LLC and Beekman Investment Partners AIV III-OWM, L.P.) and includes the standard disclaimer limiting claimed beneficial ownership. For governance review, the important facts are the disclosure of the selling activity, the managerial link to the investment fund, and the clear explanation of indirect ownership. The filing contains no statements about the purpose of the sales or any 10b5-1 plan.

TL;DR: Insider sale of 15,041 shares at ~$17.35 is a disclosed transactional event; not large enough alone to be material for valuation at scale.

The Form 4 reports two sold blocks (11,545 and 3,496 shares) with weighted average prices reported and ranges disclosed. Post-transaction indirect holdings are stated as 172,450 and 52,226 shares for the two investment vehicles. The filing supplies granular pricing ranges and offers to provide per-price quantities on request, which supports transparency. There is no accompanying information about other insiders, company events, or holdings that would change the investment picture materially based on this filing alone.

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*
Troiano John

(Last) (First) (Middle)
6275 LANIER ISLANDS PARKWAY

(Street)
BUFORD GA 30518

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
OneWater Marine Inc. [ ONEW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/27/2025
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
Class A common stock, par value $0.01 08/27/2025 S 11,545 D $17.3533(1) 172,450 I By OWM BIP Investor, LLC(2)(3)
Class A common stock, par value $0.01 08/27/2025 S 3,496 D $17.3531(4) 52,226 I By Beekman Investment Partners AIV III-OWM, L.P(2)(3)
Class A common stock, par value $0.01 26,036 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
Explanation of Responses:
1. The price reported in column 4 is a weighted average price, rounded to the nearest 1/100th cent. These shares were sold in multiple transactions at prices ranging from $17.3000 to $17.4800. The Reporting Person undertakes to provide to OneWater Marine Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission ("SEC"), upon request, full information regarding the number of shares sold at each separate price within the range.
2. The Reporting Person disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
3. Beekman Investment Partners AIV III-OWM, L.P. ("AIV III") is an investment fund that is managed by a general partner, Beekman Investment Group III, LLC. OWM BIP Investor, LLC is an investment vehicle wholly-owned by AIV III. The Reporting Person is the sole manager of Beekman Investment Group III, LLC.
4. The price reported in column 4 is a weighted average price, rounded to the nearest 1/100th cent. These shares were sold in multiple transactions at prices ranging from $17.3000 to $17.4100. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range.
/s/ John Troiano 08/29/2025
** 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 did John Troiano report on the Form 4 for ONEW?

He reported selling 15,041 Class A shares on 08/27/2025, with weighted average prices of $17.3533 and $17.3531 and stated indirect holdings of 172,450 and 52,226 shares.

How many shares did Troiano sell and at what prices?

11,545 shares at a weighted average price of $17.3533 and 3,496 shares at a weighted average price of $17.3531; reported price ranges were $17.30–$17.48 and $17.30–$17.41.

Does the filing state Troiano directly owns the sold shares?

No. The filing disclaims beneficial ownership except to the extent of any pecuniary interest and reports the shares as held indirectly through affiliated investment vehicles.

What entities hold the indirect ownership reported?

OWM BIP Investor, LLC and Beekman Investment Partners AIV III-OWM, L.P.; Troiano is identified as sole manager of Beekman Investment Group III, LLC, the general partner of AIV III.

When was the Form 4 signed and filed?

Signed by John Troiano on 08/29/2025 and reports transactions dated 08/27/2025.
Onewater Marine Inc.

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Specialty Retail
Retail-auto & Home Supply Stores
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United States
BUFORD