8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

MarineMax, Inc.

(Exact name of Registrant as Specified in Its Charter)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Mercedes Romero

On September 20, 2022, the Company’s Board of Directors appointed Mercedes Romero to its Board of Directors effective October 1, 2022. Ms. Romero is the Global Chief Procurement Officer at Primo Water (Nasdaq: PRMW). She brings over 25 years of diverse experience across industries such as Consumer Packaged Goods (Procter & Gamble, Clorox), Spirits (Diageo, Campari), Pharmaceutical (Teva), Retail (Starbucks), and Transportation (Ryder). Romero has made meaningful contributions to the profitability of large organizations through the identification and implementation of operational efficiencies, strategic planning, and an innovative approach to gaining market share. She has led enterprise-wide digital transformations and ESG efforts. Romero is an independent director at John B. Sanfilippo & Son (Nasdaq: JBSS). She currently serves as chair of the Sourcing Diversity and Supplier Relationship Management Committee at the Institute for Supply Management (ISM), where she has held several advisory roles since 2007. Romero, a native of Venezuela, graduated from University Rafael Urdaneta with a degree in civil engineering. She also studied packaging solutions at Michigan State University and English Studies at Cornell University. Romero and her family are avid boaters and passionate about spending time on the water in their free time.

There is no arrangement or understanding pursuant to which Ms. Romero was selected as a director. There are no related party transactions between the Company and Ms. Romero that are reportable under Item 404(a) of Regulation S-K. The compensation of Mr. Romero will be consistent with that provided to all non-employee directors, as described in our most recent proxy statement filed with the Securities and Exchange Commission on December 29, 2021.

Item 7.01 Regulation FD Disclosure.

On September 26, 2022, the Company issued a press release announcing the appointment of Ms. Romero to the Board. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The information furnished herewith pursuant to Item 7.01 of this Current Report, including Exhibit 99.1, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section. The information furnished pursuant to Item 7.01 of this Current Report shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date of this Current Report, regardless of any general incorporation language in the filing.

Item 9.01 Financial Statements and Exhibits.

Press release of MarineMax, Inc. dated September 26, 2022.

Exhibit Index

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

EX-99.1

Exhibit 99.1

MarineMax Announces Appointment of Mercedes Romero to Board of Directors

CLEARWATER, FL, September 26, 2022 – MarineMax, Inc. (NYSE: HZO), the world’s largest recreational boat and yacht retailer, today announced that Mercedes Romero has been appointed to its Board of Directors effective October 1, 2022.

Mercedes Romero is the Global Chief Procurement Officer at Primo Water (Nasdaq: PRMW). She brings over 25 years of diverse experience across industries such as Consumer Packaged Goods (Procter & Gamble, Clorox), Spirits (Diageo, Campari), Pharmaceutical (Teva), Retail (Starbucks), and Transportation (Ryder). Romero has made meaningful contributions to the profitability of large organizations through the identification and implementation of operational efficiencies, strategic planning, and an innovative approach to gaining market share. She has led enterprise-wide digital transformations and ESG efforts. Romero is an independent director at John B. Sanfilippo & Son (Nasdaq: JBSS). She currently serves as chair of the Sourcing Diversity and Supplier Relationship Management Committee at the Institute for Supply Management (ISM), where she has held several advisory roles since 2007. Romero, a native of Venezuela, graduated from University Rafael Urdaneta with a degree in civil engineering. She also studied packaging solutions at Michigan State University and English Studies at Cornell University. Romero and her family are avid boaters and passionate about spending time on the water in their free time.

Joseph A. Watters, MarineMax Board Member and Nominating and Corporate Governance Committee Chair stated, “We are very excited and honored to have Mercedes join our Board of Directors. Her expertise in global procurement and strategic planning coupled with her success as a leader in driving results will be instrumental as we grow our business and continue to exceed the expectations of our customers, our team members, and our shareholders. Furthermore, Mercedes’s track record and international experience will bring new perspectives and further enhance our Board’s collective expertise. On behalf of the Board, we welcome Mercedes and look forward to her future contributions to the Company.”

“It is an honor to join the MarineMax Board, especially at such a pivotal time of growth for the Company,” said Romero. “I look forward to leveraging my global experience to build on the momentum MarineMax has achieved through its strategic growth plan across its family of businesses."

About MarineMax

MarineMax is the world’s largest recreational boat and yacht retailer, selling new and used recreational boats, yachts, and related marine products and services, as well as providing yacht brokerage and charter services. MarineMax has over 100 locations worldwide, including 78 retail dealership locations, which includes 34 marinas or storage operations. Through Fraser Yachts and Northrop and Johnson, the Company also is the largest superyacht services provider, operating locations across the globe. Cruisers Yachts, a MarineMax company, manufactures boats and yachts with sales through our select retail dealership locations and through independent dealers. Intrepid Powerboats, a MarineMax company, manufactures powerboats and sells through a direct-to-consumer model. MarineMax provides finance and insurance services through wholly owned subsidiaries and operates MarineMax Vacations in Tortola, British Virgin Islands. The Company also operates Boatyard, a pioneering digital platform that enhances the boating experience. MarineMax is a New York Stock Exchange-listed company (NYSE: HZO). For more information, please visit www.marinemax.com.

Forward-Looking Statement

Certain statements in this press release may be forward-looking as defined in the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations, forecasts, risks, uncertainties, and

assumptions that may cause actual results to differ materially from expectations as of the date of this release. These risks, assumptions, and uncertainties include the Company’s abilities to reduce inventory, manage expenses and accomplish its goals and strategies, the quality of the new product offerings from the Company’s manufacturing partners, the impacts (direct and indirect) of COVID-19 on the Company’s business, the Company’s employees, the Company’s manufacturing partners, and the overall economy, general economic conditions, as well as those within our industry, the level of consumer spending, the Company’s ability to integrate acquisitions into existing operations, and numerous other factors identified in the Company’s Form 10-K for the fiscal year ended September 30, 2021 and other filings with the Securities and Exchange Commission. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.