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Form 8-K

sec.gov

8-K — MARINEMAX INC

Accession: 0001193125-26-290439

Filed: 2026-06-30

Period: 2026-06-29

CIK: 0001057060

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

Item: Entry into a Material Definitive Agreement

Item: Termination of a Material Definitive Agreement

Item: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — hzo-20260629.htm (Primary)

EX-99.1 (hzo-ex99_1.htm)

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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): June 29, 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 1.01 Entry into a Material Definitive Agreement.

On June 29, 2026, MarineMax, Inc. (the “Company”) and its subsidiaries refinanced its existing Credit Agreement with Manufacturers and Traders Trust Company, as Administrative Agent, Wells Fargo Commercial Distribution Finance, LLC , as Floor Plan Agent, Swingline Lender and Issuing Bank, and the lenders party thereto, dated August 8, 2022, as amended from time to time, evidencing a $950 million floor plan facility (the “Existing Credit Facility”). The Company refinanced the Existing Credit Facility with a new facility (the “New Credit Facility”) pursuant to an Amended and Restated Credit Agreement with Manufacturers and Traders Trust Company as Administrative Agent, Swingline Lender, and Issuing Bank, Wells Fargo Commercial Distribution Finance, LLC, as Floor Plan Agent, and the lenders party thereto (the “New Credit Agreement”). The New Credit Agreement, among other things, maintains the size of the floor plan facility at $950 million and establishes a revolving credit facility in the maximum amount of $150 million (including a $20 million swingline facility and a $20 million letter of credit sublimit), a $302.5 million term loan facility and an $85 million delayed draw mortgage loan facility. The maturity of each of the facilities is June 2031. The interest rate is (a) for amounts outstanding under the floor plan facility, 3.25% above the one month secured term rate as administered by the CME Group Benchmark Administration Limited (CBA) (“SOFR”), (b) for amounts outstanding under the revolving credit facility or the term loan facility, a range of 1.50% to 2.0%, depending on the total net leverage ratio, above the one month, three month, or six month term SOFR rate, and (c) for amounts outstanding under the mortgage loan facility, 2.20% above the one month, three month, or six month term SOFR rate. The alternate base rate with a margin is available for amounts outstanding under the revolving credit, term, and mortgage loan facilities and the Euro Interbank Offered Rate plus a margin is available for borrowings in Euro or other currencies other than dollars under the revolving credit facility.

The New Credit Facility is secured by the Company’s personal property assets, including inventory and related accounts receivable. The mortgage loans will also be secured by the real estate pledged as collateral for such loans. Substantially all of the lenders under the New Credit Facility (or their affiliates) have various other relationships with the Company and its subsidiaries involving the provision of financial services, including cash management, loans, letters of credit and bank guarantee facilities, investment banking and trust services, and some may serve as a source of retail financing for the Company’s customers. In addition, some of the lenders under the New Credit Facility (or their affiliates) were also lenders under the Existing Credit Facility

This description of the New Credit Facility is qualified in its entirety by reference to the complete terms and conditions of the New Credit Facility which is expected to be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for its fiscal quarter ended June 30, 2026.

Item 1.02 Termination of a Material Definitive Agreement.

To the extent that entering into the New Credit Facility constituted a termination of the Existing Credit Facility, the information set forth above under Item 1.01 is hereby incorporated by reference into this Item 1.02.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information provided in Item 1.01 of this Current Report on Form 8-K regarding the New Credit Facility is incorporated by reference herein.

Item 7.01 Regulation FD Disclosure.

On June 30, 2026, the Company issued a press release announcing the New Credit Facility. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The information in this Item 7.01 of this Current Report on Form 8-K, including the information contained in Exhibit 99.1, shall not be deemed “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 under that Section. Furthermore, the information in this Item 7.01 of this Current Report on Form 8-K, including the information contained in Exhibit 99.1, shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(a) Exhibits.

Exhibit No.

Description

99.1

Press release of MarineMax, Inc., dated 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 hereunto duly authorized.

MarineMax, Inc.

Date:

June 30, 2026

By:

/s/ Michael H. McLamb

Name: Michael H. McLamb

Title: Executive Vice President, Chief Financial Officer and Secretary

EX-99.1

EX-99.1

Filename: hzo-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

MarineMax Refinances $1.49 Billion Senior Secured Credit Facilities

~Reduces Borrowing Costs and Improves Terms~

~Expands Revolving Credit Facility to Enhance Financial Flexibility~

~Extends Debt Maturity Profile to June 2031~

OLDSMAR, Florida, June 30, 2026 – MarineMax, Inc. (NYSE: HZO), the world’s largest recreational boat and yacht retailer, marina operator and superyacht services company, today announced that it has completed the refinancing of its $1.49 billion aggregate senior secured credit facilities.

The new credit facilities (the “Credit Facilities”) consist of the following:

$950 million floor plan line of credit (the “Floor Plan”), replacing a similar facility

$302.5 million term loan (the “Term Loan”), replacing the prior facility

$150 million revolving credit facility (the “Revolver”), replacing a $100 million facility

$85 million delayed draw mortgage facility (the “Mortgage Facility”), of which $35 million is outstanding, replacing the prior $100 million facility

The Credit Facilities mature in June 2031, extending MarineMax’ s debt maturity profile by five years.

“This refinancing strengthens our financial position by lowering our borrowing costs, extending our maturity and providing additional liquidity to support the continued execution of our long-term strategy,” said Michael H. McLamb, Executive Vice President, Chief Financial Officer and Secretary of MarineMax, Inc. “Successfully completing this transaction on improved terms in today’s marine industry environment underscores the strength of our lender relationships and reflects the confidence they have in our operating performance, disciplined capital allocation, healthy balance sheet and management team. We appreciate and value the ongoing support and partnership of our lending group.”

The financings were led by M&T Bank as Administrative Agent and Joint Lead Arranger, along with Wells Fargo Commercial Distribution Finance as Joint Lead Arranger and Floor Plan Agent.

MarineMax maintains deep, longstanding relationships with many of the lenders participating in the current and prior credit facilities. These banking partners support the Company's diverse lines of business through a broad range of global cash management, treasury, retail financing, and investment banking services.

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 the flexibility provided to the Company due to the refinancing of its senior secured credit facilities, the strength provided, how the refinancing supports Company’s execution of its long-term strategy, the confidence the lenders have in our operating performance, 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, 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.

Contacts

Mike McLamb

Chief Financial Officer

727-531-1700

Scott Solomon

Senior Vice President

Sharon Merrill Advisors

(857) 383-2409

HZO@investorrelations.com

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