Form 8-K

8-K — MARINEMAX INC

Accession: 0001193125-26-313363

Filed: 2026-07-23

Period: 2026-07-23

CIK: 0001057060

SIC: 5531 (RETAIL-AUTO & HOME SUPPLY STORES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — hzo-20260723.htm (Primary)

EX-99.1 (hzo-ex99_1.htm)

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8-K

8-K (Primary)

Filename: hzo-20260723.htm · Sequence: 1

8-K

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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): July 23, 2026

MarineMax, Inc.

(Exact name of Registrant as Specified in Its Charter)

Florida

1-14173

59-3496957

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

501 Brooker Creek Boulevard

Oldsmar, Florida

34677

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: 727 531-1700

(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:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock, par value $.001 per share

HZO

The New York Stock Exchange

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 2.02 Results of Operations and Financial Condition.

On July 23, 2026, MarineMax, Inc. issued a press release announcing its results of operations for its third fiscal quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The information in this Report of Form 8-K (including the exhibit) is furnished pursuant to Item 2.02 and 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 in 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 July 23, 2026, reporting the financial results for its third fiscal quarter ended June 30, 2026.

Exhibit Index

Exhibit No.

Description

99.1

Press release of MarineMax, Inc. dated July 23, 2026, reporting the financial results for its third fiscal quarter ended June 30, 2026.

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 thereunto duly authorized.

MarineMax, Inc.

Date:

July 23, 2026

By:

/s/ Michael H. McLamb

Name: Michael H. McLamb

Title: Executive Vice President, Chief Financial Officer and Secretary

EX-99.1

Filename: hzo-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

MarineMax Reports Fiscal 2026 Third Quarter Results

~ Diversified Business Model Delivers Improved Profitability and Strong Margin Expansion Despite Challenging Marine Retail Environment ~

~ Gross Margin Increases 530 Basis Points to 35.7% ~

~ Company Reaffirms Fiscal 2026 Guidance ~

~ Earnings Conference Call at 10:00 a.m. ET Today ~

OLDSMAR, Florida, July 23, 2026 – MarineMax, Inc. (NYSE: HZO) (“MarineMax” or the “Company”), the world’s largest recreational boat and yacht retailer, marina operator and superyacht services company, today announced results for its fiscal 2026 third quarter ended June 30, 2026.

Fiscal 2026 Third Quarter Summary

•

Revenue of $611.3 million

•

Gross margin increased 530 basis points to 35.7%, driven by improved boat margins and continued growth of the Company’s higher-margin businesses

•

Gross profit increased by 9.2% to $218.1 million, despite a 7% decline in same-store sales, reflecting the strength of MarineMax’s diversified business model and execution in a challenging marine retail environment

•

Inventories decreased $118 million year-over-year through continued focus on inventory management and working capital efficiency

•

Completed the refinancing of $1.49 billion aggregate senior secured credit facilities, extending maturities to 2031, expanding the revolving credit facility and lowering borrowing costs while enhancing financial flexibility

•

Reported net income of $15.4 million, or $0.66 per diluted share; Adjusted diluted EPS1 of $0.81

•

Adjusted EBITDA1 of $51.3 million

CEO & President Commentary

“Our team executed with discipline during the quarter, delivering meaningful gross margin expansion despite continued softness across the recreational marine industry,” said Brett McGill, Chief Executive Officer and President of MarineMax. “Improved margins on new and used boats, along with increased contributions from higher-margin businesses such as superyacht services, marinas, finance and insurance, and parts and service, drove higher profitability despite lower same-store sales. We also reduced inventory, generated cash, and further strengthened our balance sheet, reflecting our continued focus on operational excellence and capital efficiency.

“While demand remains tempered by a cautious consumer environment, industry inventory levels continue to normalize, supporting healthier pricing dynamics and margin recovery. Our diversified business model and disciplined operating approach position us to outperform the broader marine market.

“The quarter also reflects continued progress in strengthening our financial position and enhancing financial flexibility,” McGill continued. “Through prudent inventory management, debt reduction, and the

successful refinancing of our $1.49 billion senior secured credit facilities, we extended debt maturities, increased available liquidity, and lowered our cost of capital. These actions, together with our strong cash generation, position us to invest selectively in attractive growth opportunities and continue executing our strategic priorities from a position of financial strength. We are confident in our ability to navigate the current environment and pursue opportunities that enhance our competitive position and drive value for shareholders.”

Fiscal 2026 Third Quarter Results

Revenue in the fiscal 2026 third quarter declined 7.0% to $611.3 million from $657.2 million in the prior-year period, primarily reflecting a 7% decline in same-store sales amid continued softness in the recreational marine retail market. The decline was partly offset by continued growth in the Company’s higher-margin businesses such as superyacht services, marinas (including IGY) and parts and service.

Gross profit increased 9.2% to $218.1 million from $199.6 million in the prior-year period. Gross margin increased 530 basis points to 35.7% from 30.4%, driven by improved new and used boat margins, favorable business mix, and continued growth in the Company’s higher-margin businesses. Gross margin for the quarter also benefitted by approximately 110 basis points from a tariff refund, the majority of which related to boat sales recorded earlier in the fiscal year.

Selling, general, and administrative (SG&A) expenses totaled $180.9 million, or 29.6% of revenue, compared with $172.1 million, or 26.2% of revenue, for the comparable period last year. Excluding transaction and other costs, intangible amortization, changes in contingent consideration, weather-related costs, and restructuring expenses, Adjusted SG&A2 increased $6.1 million, or 3.6%, from the fiscal 2025 third quarter.

Interest expense declined to $14.3 million, or 2.3% of revenue, from $16.9 million, or 2.6% of revenue, in the prior-year period, reflecting lower inventory levels and reduced borrowing costs following lower interest rates and disciplined balance sheet management.

Net income for the fiscal 2026 third quarter was $15.4 million, or $0.66 per diluted share, compared with a net loss of $52.1 million, or $2.42 per share, in the prior-year period. The third quarter of fiscal year 2025 included a non-cash goodwill impairment charge of $69.1 million associated with the Company’s manufacturing segment. Adjusted net income1 was $18.8 million, or $0.81 per diluted share, compared with $1.0 million, or $0.05 per diluted share, in the prior-year period.

Adjusted EBITDA1 increased to $51.3 million from $35.5 million in the prior-year period.

Balance Sheet

Cash and cash equivalents totaled $174.8 million as of June 30, 2026, compared with $151.0 million at the end of the prior-year period.

Inventories declined 13.0% to $788.6 million from $906.2 million in the prior-year period.

Fiscal 2026 Guidance

Based on results to date, current business conditions, retail trends and other factors, the Company continues to expect fiscal 2026 Adjusted EBITDA1,2 to be in the range of $110 million to $125 million and adjusted net income1,2 in the range of $0.40 to $0.95 per diluted share. These projections exclude the potential impact of material acquisitions and other unforeseen developments, including changes in tariffs, geopolitical conflicts, and broader macroeconomic conditions.

“While we remain mindful of geopolitical and macroeconomic uncertainty, we are encouraged by the continued strength of our higher-margin businesses, improving boat margins, and the progress we have made strengthening our balance sheet,” McGill concluded. “Supported by our diversified business model, disciplined operating approach, strong liquidity, and enhanced financial flexibility, we believe MarineMax is well positioned to navigate current market conditions and capitalize on opportunities as industry fundamentals continue to normalize, with a continued emphasis on driving profitable growth, generating strong cash flow, allocating capital prudently, and creating value for our shareholders.”

Conference Call Information

MarineMax will discuss its fiscal 2026 third quarter financial results on a conference call starting at 10:00 a.m. ET today. The conference call can be accessed via the “Investors” section of the Company's website www.marinemax.com, or by dialing 877-407-0789 (U.S. and Canada) or 201-689-8562 (International). An online replay will be available within one hour of the conclusion of the call and will be archived on the website for one year.

About MarineMax

As the world’s largest recreational boat and yacht retailer, marina operator and superyacht services company, MarineMax (NYSE: HZO) is United by Water. We have over 120 locations worldwide, including over 70 dealerships and 65 marina and storage facilities. Our integrated business includes IGY Marinas, which operates luxury marinas in yachting and sport fishing destinations around the world; Fraser Yachts Group and Northrop & Johnson, leading superyacht brokerage and luxury yacht services companies; Cruisers Yachts, one of the world’s premier manufacturers of premium sport yachts, motor yachts, and Aviara luxury dayboats; and Intrepid Powerboats, a premier manufacturer of powerboats. To enhance and simplify the customer experience, we provide financing and insurance services as well as leading digital technology products that connect boaters to a network of preferred marinas, dealers, and marine professionals through Boatyard and Boatzon. In addition, we operate MarineMax Vacations in Tortola, British Virgin Islands, which offers our charter vacation guests the luxury boating adventures of a lifetime. Land comprises 29% of the earth’s surface. We’re focused on the other 71%. Learn more at www.marinemax.com.

Forward Looking Statement

Certain statements in this press release are forward-looking as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events, and may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would,” or the negative of these words, or other similar terms or expressions that concern the Company’s expectations, strategy, plans, or intentions. These statements, including those relating to industry inventory levels, pricing dynamics, margin recovery, our positioning to outperform the broader

marine market, our positioning to invest in attractive growth opportunities and to continue executing our strategic priorities, our fiscal 2026 guidance, the influence of geopolitical uncertainty and macroeconomic dynamics on consumer behavior over the next several quarters, and our positioning to navigate the environment and drive long-term value creation, 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 timing of and potential outcome of the Company’s long-term strategy, the estimated impact resulting from the Company’s cost-reduction initiatives, 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, general economic conditions, as well as those within the Company's industry, the level of consumer spending, and numerous other factors identified in the Company’s most recently filed Forms 10-K and 10-Q and other filings with the Securities and Exchange Commission. The forward-looking statements speak only as of the date of this press release and undue reliance should not be placed on these statements. 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.

MarineMax, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

(Amounts in thousands, except share and per share data)

(Unaudited)

Three Months Ended

Nine Months Ended

June 30,

2026

2025

2026

2025

Revenue

611,258

657,159

1,643,848

1,757,135

Cost of sales

393,180

457,538

1,084,014

1,198,349

Gross profit

218,078

199,621

559,834

558,786

Selling, general, and administrative expenses

180,859

172,106

506,857

469,558

Goodwill impairment

—

69,055

—

69,055

Income (loss) from operations

37,219

(41,540

)

52,977

20,173

Interest expense

14,310

16,936

44,825

53,860

Income (loss) before income tax provision (benefit)

22,909

(58,476

)

8,152

(33,687

)

Income tax provision (benefit)

7,262

(6,506

)

3,315

(3,003

)

Net income (loss)

15,647

(51,970

)

4,837

(30,684

)

Less: Net income attributable to non-controlling interests

286

176

Net income (loss) attributable to MarineMax, Inc.

15,361

(52,146

)

4,837

(30,780

)

Basic net income (loss) per common share

0.70

(2.42

)

0.22

(1.38

)

Diluted net income (loss) per common share

0.66

(2.42

)

0.21

(1.38

)

Weighted average number of common shares used in computing net income (loss) per common share:

Basic

22,068,431

21,515,092

22,012,594

22,249,076

Diluted

23,157,811

21,515,092

22,827,827

22,249,076

MarineMax, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(Amounts in thousands)

(Unaudited)

June 30,

September 30,

June 30,

2026

2025

ASSETS

CURRENT ASSETS:

Cash and cash equivalents

174,779

170,351

151,017

Accounts receivable, net

95,111

108,288

106,849

Inventories

788,642

867,328

906,219

Prepaid expenses and other current assets

28,244

34,912

33,793

Total current assets

1,086,776

1,180,879

1,197,878

Property and equipment, net

541,674

552,546

551,912

Operating lease right-of-use assets, net

135,832

137,915

138,143

Goodwill

525,117

526,931

527,144

Other intangible assets, net

34,010

35,416

36,661

Other long-term assets

34,928

36,751

35,999

Total assets

2,358,337

2,470,438

2,487,737

LIABILITIES AND SHAREHOLDERS’ EQUITY

CURRENT LIABILITIES:

Accounts payable

43,857

56,378

44,504

Contract liabilities (customer deposits)

61,389

45,699

48,900

Accrued expenses

128,375

121,042

116,892

Short-term borrowings (Floor Plan)

608,320

715,679

735,215

Current maturities on long-term debt

27,525

35,593

Current operating lease liabilities

11,493

10,489

10,045

Total current liabilities

880,959

984,880

991,149

Long-term debt, net of current maturities

335,172

356,235

365,070

Noncurrent operating lease liabilities

127,300

127,969

127,860

Deferred tax liabilities, net

46,581

47,447

45,539

Other long-term liabilities

4,417

5,154

6,796

Total liabilities

1,394,429

1,521,685

1,536,414

SHAREHOLDERS' EQUITY:

Preferred stock

—

Common stock

Additional paid-in capital

374,264

360,818

362,216

Accumulated other comprehensive income

5,251

8,234

9,322

Retained earnings

751,221

746,384

747,239

Treasury stock

(178,277

)

(178,277

)

(178,277

)

Total shareholders’ equity attributable to MarineMax, Inc.

952,490

937,190

940,530

Non-controlling interests

11,418

11,563

10,793

Total shareholders’ equity

963,908

948,753

951,323

Total liabilities and shareholders’ equity

2,358,337

2,470,438

2,487,737

MarineMax, Inc. and Subsidiaries

Segment Financial Information

(Amounts in thousands)

(Unaudited)

Three Months Ended

Nine Months Ended

June 30,

2026

2025

2026

2025

Revenue:

Retail Operations

609,120

655,750

1,638,865

1,750,439

Product Manufacturing

33,265

32,150

78,592

105,591

Elimination of intersegment revenue

(31,127

)

(30,741

)

(73,609

)

(98,895

)

Revenue

611,258

657,159

1,643,848

1,757,135

Income from operations:

Retail Operations

37,166

28,079

56,735

90,271

Product Manufacturing (1)

(554

)

(72,363

)

(11,753

)

(75,570

)

Intersegment adjustments

607

2,744

7,995

5,472

Income (loss) from operations

37,219

(41,540

)

52,977

20,173

(1) Product manufacturing loss from operations for the three and nine months ended June 30, 2025, includes a non-cash goodwill impairment charge of $69.1 million.

MarineMax, Inc. and Subsidiaries

Supplemental Financial Information

(Amounts in thousands, except share and per share data)

(Unaudited)

Three Months Ended

Nine Months Ended

June 30,

2026

2025

2026

2025

Net income (loss) attributable to MarineMax, Inc.

15,361

(52,146

)

4,837

(30,780

)

Transaction and other costs (1)

4,621

742

13,344

1,564

Intangible amortization (2)

835

1,397

2,629

4,253

Change in fair value of contingent consideration (3)

(331

)

(25,652

)

Weather (recoveries) expenses

(907

)

(773

)

(2,124

)

4,748

Restructuring expense (4)

526

282

1,302

Goodwill impairment (5)

—

69,055

—

69,055

Tax adjustments for items noted above (6)

(1,163

)

(17,823

)

(3,464

)

(13,873

)

Adjusted net income attributable to MarineMax, Inc.

18,832

1,038

15,173

10,617

Diluted net income (loss) per common share

0.66

(2.42

)

0.21

(1.38

)

Transaction and other costs (1)

0.20

0.03

0.57

0.07

Intangible amortization (2)

0.04

0.06

0.12

0.19

Change in fair value of contingent consideration (3)

—

(0.01

)

(1.15

)

Weather (recoveries) expenses

(0.04

)

(0.04

)

(0.09

)

0.21

Restructuring expense (4)

—

0.02

0.01

0.06

Goodwill impairment (5)

—

3.21

—

3.10

Tax adjustments for items noted above (6)

(0.05

)

(0.81

)

(0.15

)

(0.62

)

Adjustment for dilutive shares (7)

—

(0.02

)

Adjusted diluted net income per common share

0.81

0.05

0.66

0.46

(1) Transaction and other costs relate to acquisition transaction expenses, integration, and other related costs in the period.

(2) Represents amortization expense for acquisition-related intangible assets.

(3) Represents (gains) expenses to record contingent consideration liabilities at fair value.

(4) Represents expenses incurred as a result of restructuring and store closings.

(5) Represents goodwill impairment expense incurred on the manufacturing reporting unit during the three months ended June 30, 2025.

(6) Adjustments for taxes for items are calculated based on an estimated effective tax rate. The estimated effective rate used for the three and nine months ended June 30, 2026 was used for the three and nine months ended June 30, 2025, for consistency in presentation.

(7) Represents an adjustment for shares that are anti-dilutive for GAAP net income per share but are dilutive for adjusted net income per share.

Three Months Ended

Nine Months Ended

June 30,

2026

2025

2026

2025

Net income (loss) attributable to MarineMax, Inc.

15,361

(52,146

)

4,837

(30,780

)

Interest expense (excluding floor plan)

7,471

6,946

21,497

22,502

Income tax provision (benefit)

7,262

(6,506

)

3,315

(3,003

)

Depreciation and amortization

12,594

12,537

37,888

36,385

Stock-based compensation expense

4,442

5,643

11,239

16,438

Transaction and other costs

4,621

742

13,344

1,564

Restructuring expense

526

282

1,302

Goodwill impairment

—

69,055

—

69,055

Change in fair value of contingent consideration

(331

)

(25,652

)

Weather (recoveries) expenses

(907

)

(773

)

(2,124

)

4,748

Foreign currency

401

(540

)

822

(41

)

Adjusted EBITDA

51,330

35,544

90,769

92,518

1, 2 Non-GAAP Financial Measures

This press release, along with the above Supplemental Financial Information table, contains “Adjusted net income attributable to MarineMax, Inc.,” “Adjusted diluted net income per common share,” “Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization” (“Adjusted EBITDA”), and “Adjusted selling, general and administrative expenses” (“Adjusted SG&A”), which are non-GAAP financial measures as defined under applicable securities legislation. Adjusted SG&A expenses represent SG&A expenses adjusted for transaction and other costs, intangible amortization, change in fair value of contingent consideration, weather expenses, and restructuring expenses. See the tables labeled, “Supplemental Financial Information” for the excluded amounts for both periods for Adjusted SG&A.

In determining these measures, the Company excludes certain items which are otherwise included in determining the comparable GAAP financial measures. The Company believes these non-GAAP financial measures are key performance indicators that improve the period-to-period comparability of the Company’s results and provide investors with more insight into, and an additional tool to understand and assess, the performance of the Company's ongoing core business operations. Investors and other readers are encouraged to review the related GAAP financial measures and the above reconciliation and should consider these non-GAAP financial measures as a supplement to, and not as a substitute for or as a superior measure to, measures of financial performance prepared in accordance with GAAP.

In addition, we have not reconciled our fiscal year 2026 Adjusted net income and Adjusted EBITDA guidance to net income (the corresponding GAAP measure for each), which is not accessible on a forward-looking basis due to the high variability and difficulty in making accurate forecasts and projections, particularly with respect to acquisition contingent consideration, acquisition costs, and other costs. Acquisition contingent consideration and transaction costs, which are likely to be significant to the calculation of net income, are affected by the integration and post-acquisition performance of our acquirees, which is difficult to predict and subject to change. Accordingly, reconciliations of forward-looking Adjusted net income and Adjusted EBITDA are not available without unreasonable effort.

Contacts:

Mike McLamb

Scott Solomon

Chief Financial Officer

Sharon Merrill Advisors

MarineMax, Inc.

857-383-2409

727-531-1700

HZO@investorrelations.com

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Jul. 23, 2026

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Name of the City or Town

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Code for the postal or zip code

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Name of the state or province.

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A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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Indicate if registrant meets the emerging growth company criteria.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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No definition available.

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Two-character EDGAR code representing the state or country of incorporation.

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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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-Publisher SEC

-Name Exchange Act

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Local phone number for entity.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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Title of a 12(b) registered security.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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Name of the Exchange on which a security is registered.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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-Publisher SEC

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-Number 240

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Trading symbol of an instrument as listed on an exchange.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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