Statement of Changes in Beneficial Ownership (4)
February 12 2020 - 4:19PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Anderson Ritchie L. |
2. Issuer Name and Ticker or Trading Symbol
MALIBU BOATS, INC.
[
MBUU
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Operating Officer |
(Last)
(First)
(Middle)
5075 KIMBERLY WAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/10/2020 |
(Street)
LOUDON,, TN 37774
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 2/10/2020 | | M | | 4054 | A | $25.85 | 35496 (1) | D | |
Class A Common Stock | 2/10/2020 | | S | | 7420 | D | $47.91 (2) | 28076 (1) | D | |
Class A Common Stock | 2/11/2020 | | M | | 2446 | A | $25.85 | 30522 (1) | D | |
Class A Common Stock | 2/11/2020 | | M | | 3125 | A | $42.13 | 33647 (1) | D | |
Class A Common Stock | 2/11/2020 | | M | | 1250 | A | $30.87 | 34897 (1) | D | |
Class A Common Stock | 2/11/2020 | | M | | 1250 | A | $30.87 | 36147 (1) | D | |
Class A Common Stock | 2/11/2020 | | S | | 13550 | D | $47.36 (3) | 22597 (1) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Employee Stock Option (right to buy) | $25.85 | 2/10/2020 | | M | | | 4054 | (4) | 6/28/2023 | Class A Common Stock | 4054.0 | $0 | 15446 | D | |
Employee Stock Option (right to buy) | $25.85 | 2/11/2020 | | M | | | 2446 | (4) | 6/28/2023 | Class A Common Stock | 2446.0 | $0 | 13000 | D | |
Employee Stock Option (right to buy) | $42.13 | 2/11/2020 | | M | | | 3125 | (5) | 8/21/2024 | Class A Common Stock | 3125.0 | $0 | 9375 | D | |
Employee Stock Option (right to buy) | $30.87 | 2/11/2020 | | M | | | 1250 | (6) | 11/5/2023 | Class A Common Stock | 1250.0 | $0 | 2500 | D | |
Employee Stock Option (right to buy) | $30.87 | 2/11/2020 | | M | | | 1250 (7) | 9/11/2019 | 11/5/2023 | Class A Common Stock | 1250.0 | $0 | 0 | D | |
Explanation of Responses: |
(1) | As of the filing date hereof, also includes 1,250 shares of restricted stock vesting on November 4, 2020, 2,750 shares of restricted stock vesting in two equal installments beginning on November 6, 2020, 4,500 shares of restricted stock vesting in three equal installments beginning on November 6, 2020 and 6,833 shares of restricted stock vesting in four substantially equal installments beginning on November 6, 2020. |
(2) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.50 to $48.12, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (3). |
(3) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.25 to $47.49, inclusive. |
(4) | The option vests in four equal installments beginning on June 29, 2018. As of the date hereof, an option to purchase 13,000 shares had fully vested and an option for 6,500 of those shares have been fully exercised. The remaining options to purchase 13,000 shares will vest in two equal annual installments beginning on June 29, 2020. |
(5) | The option vests in four equal installments beginning on August 22, 2019. As of the date hereof, an option to purchase 3,125 shares had fully vested and the remaining options to purchase 9,375 shares will vest in three equal annual installments beginning on August 22, 2020. |
(6) | The option vests in four equal installments beginning on November 6, 2018. As of the date hereof, an option to purchase 2,500 shares had fully vested and an option for 1,250 of those shares have been fully exercised. The remaining options to purchase 2,500 shares will vest in two equal annual installments beginning on November 6, 2020. |
(7) | As of date hereof, a performance based option to purchase 1,250 shares had fully vested under options granted on November 6, 2017. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Anderson Ritchie L. 5075 KIMBERLY WAY LOUDON,, TN 37774 |
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| Chief Operating Officer |
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Signatures
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Ritchie L. Anderson /s/ Wayne Wilson as attorney-in-fact | | 2/12/2020 |
**Signature of Reporting Person | Date |
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