8-K
MARINEMAX INC (HZO)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of Earliest Event Reported): | September 21, 2021 |
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MarineMax, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
| Florida | 1-14173 | 59-3496957 | |
|---|---|---|---|
| _____________________<br><br><br>(State or other jurisdiction | _____________<br><br><br>(Commission | ______________<br><br><br>(I.R.S. Employer | |
| of incorporation) | File Number) | Identification No.) | |
| 2600 McCormick Drive, Suite 200, Clearwater, Florida | 33759 | ||
| _________________________________<br><br><br>(Address of principal executive offices) | ___________<br><br><br>(Zip Code) | ||
| Registrant’s telephone number, including area code: | 727-531-1700 |
Not Applicable
______________________________________________
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)) |
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br><br><br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $.001 per share | HZO | New York Stock Exchange |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Election of Adam M. Johnson
On September 21, 2021, the Company’s Board of Directors elected Adam M. Johnson to its Board of Directors. Adam has served as Chairman and CEO of NetJets Inc. since June 2015. During his 25-year tenure at NetJets, his many leadership roles have included President of Global Sales, Marketing and Service; Senior Vice President of NetJets Administrative Services; Senior Vice President of Logistics; and Executive Director of the NetJets Aviation Flight Center. He received a bachelor’s degree in business management from The Ohio State University and is a licensed pilot.
There is no arrangement or understanding pursuant to which Mr. Johnson was selected as a director. There are no related party transactions between the Company and Mr. Johnson that are reportable under Item 404(a) of Regulation S-K. The compensation of Mr. Johnson 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 30, 2020.
Item 7.01 Regulation FD Disclosure.
On September 27, 2021, the Company issued a press release announcing the election of Mr. Johnson 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 27, 2021, entitled "MarineMax Elects New Member to Its Board of Directors."
Exhibit Index
| Exhibit No. | Description |
|---|---|
| 99.1 | Press release of MarineMax, Inc. dated September 27, 2021, entitled “MarineMax Elects New Member to Its Board of Directors.” |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
| MarineMax, Inc. | ||
|---|---|---|
| By: | /s/ Michael H. McLamb<br><br><br> <br><br><br>Name: Michael H. McLamb<br>Title: Executive Vice President, Chief Financial Officer and Secretary |
|
| September 27, 2021 |
hzo-ex991_6.htm

Exhibit 99.1
MARINEMAX ELECTS NEW MEMBER TO ITS BOARD OF DIRECTORS
CLEARWATER, FL, September 27, 2021 – MarineMax, Inc. (NYSE: HZO), the world’s largest recreational boat and yacht retailer, today announced that Adam M. Johnson has been elected to its Board of Directors.
Adam Johnson has served as the Chairman and Chief Executive Officer of NetJets, Inc. since June 2015. During his 25-year career with NetJets, a Berkshire Hathaway company, he has served in many senior leadership roles including: President of Global Sales, Marketing and Service; Senior Vice President of NetJets Administrative Services; Senior Vice President of Logistics; and Executive Director of the NetJets Aviation Flight Center. Adam received a bachelor’s degree in business management from Ohio State University and is a licensed pilot.
William Brett McGill, Chief Executive Officer and President of the Company, stated, “We are very excited and honored to have Adam join our Board of Directors. Adam’s passion for business aviation and his dedication to safety and service for NetJets customers, aligns well with MarineMax’s commitment to exceeding our customer’s expectations. We are confident that he will be a strong addition to our Board and his years of experience, plus his passion for boating, will complement our ongoing efforts to continue profitably growing MarineMax. On behalf of the Board, we welcome Adam and look forward to his future contributions to the Company.”
Adam Johnson added, “I am excited to join the MarineMax Board of Directors. MarineMax, like NetJets is the clear leader in their industry. Many similarities exist between the two business models and I look forward to the opportunity to assist the Company in achieving its strategic goals and objectives.”
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 77 retail dealership locations, which includes 31 marinas or storage operations. Through Fraser Yachts and Northrop and Johnson, the Company also is the largest super-yacht services provider, operating locations across the globe. Cruisers Yachts, a MarineMax company, manufacturers boats and yachts with sales through our select retail dealership locations and through independent dealers. 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.
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Forward Looking Statement
Certain statements in this press release are forward-looking as defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include Mr. Johnson's contributions to the Board, the Company's efforts to continue profitably growing, and the Company's achievement of its strategic goals and objectives. 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, 2020 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.
| Contact: | ||
|---|---|---|
| Michael H. McLamb | Brad Cohen or Dawn Francfort | |
| Chief Financial Officer | ICR, LLC. | |
| Abbey Heimensen | investorrelations@marinemax.com. | |
| Public Relations | ||
| MarineMax, Inc. | ||
| 727.531.1700 |
<br><br><br>Name: Michael H. McLamb<br>Title: Executive Vice President, Chief Financial Officer and Secretary