マリンマックスの適時開示・その他

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 25, 2025

    

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

Resignation from the Board

On September 25, 2025, Michael H. McLamb resigned as a member of the Board of Directors (the “Board”) of MarineMax, Inc. (the “Company”), effective immediately. Mr. McLamb’s decision to resign was not a result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Appointment to the Board

On September 25, 2025, the Board appointed Daniel Schiappa to serve as a member of the Board and as a member of the Audit Committee, effective immediately. Mr. Schiappa will serve as a Class I director with a term expiring in 2026 or until his successor is elected and qualified.

The Board determined that Mr. Schiappa will be an independent director. Mr. Schiappa will be compensated for his services in the manner consistent with that of the Company’s other independent directors, as discussed in the Company’s filings with the U.S. Securities and Exchange Commission (“SEC”), including our proxy statement filed with the SEC on January 3, 2025, provided that the initial grant of an option to acquire 5,000 shares of the Company’s common stock (which is offered to all of the Company’s newly-appointed non-employee directors) shall be granted to Mr. Schiappa as soon as reasonably practicable following his appointment. There are no transactions in which Mr. Schiappa has an interest requiring disclosure under Item 404(a) of Regulation S-K and no arrangement or understanding between Mr. Schiappa and any other persons pursuant to which he was selected as a director.

Following the resignation of Mr. McLamb and the appointment of Mr. Schiappa, the Board will consist of eight directors.

Item 7.01 Regulation FD Disclosure.

On September 26, 2025, the Company issued a press release announcing the changes to the Board described above in Item 5.02. 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 nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Index


Exhibit No.		Description
99.1		Press release issued by MarineMax, Inc. dated September 26, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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:	September 30, 2025	By:	/s/ Michael H. McLamb
			Name: Michael H. McLamb Title: Executive Vice President, Chief Financial Officer and Secretary

EX-99.1 2 hzo-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

MarineMax Advances Board Refreshment and Independence with Appointment of New Director

Daniel Schiappa Joins Board, Bringing Global Technology Expertise; Michael McLamb Steps Down from Board, Continues to Serve as Chief Financial Officer

OLDSMAR, FLORIDA, September 26, 2025 – 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 that technology industry leader Daniel Schiappa has been appointed to the Company’s Board of Directors (the “Board”), effective immediately.

Mr. Schiappa brings significant experience in cloud platforms, R&D, cybersecurity and large-scale product organizations to support the Company’s strategic digital initiatives. In conjunction with Mr. Schiappa’s appointment to the Board, and as part of the Board’s ongoing refreshment process, Michael H. McLamb, MarineMax’s Chief Financial Officer, has stepped down from the Board. Mr. McLamb will continue to serve as the Company’s Executive Vice President and Chief Financial Officer. With these changes, the MarineMax Board will continue to be comprised of eight directors, seven of whom are independent.

“Daniel’s appointment underscores our commitment to ensuring the Board’s expertise is closely aligned with MarineMax’s long-term strategic priorities,” said Rebecca White, Ph.D., Chairperson of the Company’s Board. “His track record of driving innovation and scaling complex global operations aligns with our vision for growth. As we continue to navigate the digital transformation of the recreational marine industry, Daniel’s insight will be invaluable in helping guide the Board’s decisions on technology investments and the expansion of our digital capabilities.”

Dr. White continued, “On behalf of the entire Board, I want to thank Mike for his more than 21 years of dedicated service on the MarineMax Board. Mike will continue to contribute to our Board dialogue in his ongoing role as the Company’s Chief Financial Officer, ensuring the Board continues to benefit from his deep industry experience and institutional knowledge. This transition reflects MarineMax’s ongoing commitment to strong corporate governance practices and thoughtful board succession planning.”

Mr. Schiappa, 57, brings more than two decades of experience leading global product, R&D, strategy, and cybersecurity teams across high-growth startups and Fortune 500 companies. He currently serves as President, Technology & Services at Arctic Wolf Networks, where he is responsible for leading product management, R&D, threat intelligence, strategy, alliances, SOC operations, support, incident response, and concierge services across a global 2,000-person organization.

Previously, Mr. Schiappa was Executive Vice President & Chief Product Officer at Sophos, where he led a business with more than $1 billion of revenue and over 1,000 employees across end-user, network, cloud, and messaging security. Earlier, he held senior leadership positions at RSA (EMC) as Senior Vice President & General Manager, and at Microsoft in multiple general manager roles covering Windows security, identity services, and mobile advertising. In addition, he has held executive roles at Vingage, Kodak/PictureVision, Informix, and Oracle, and is the holder of more than 18 patents.

MarineMax Announces the Appointment of Odilon Almeida to the

Board of Directors
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Mr. Schiappa has been appointed to the MarineMax Board’s Audit Committee, where his expertise in technology strategy, enterprise risk management and cybersecurity oversight - as well as his global operating experience – will support the Company’s strategic growth initiatives.

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 over 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 related to the benefits that Mr. Schiappa will bring to the Company’s board of directors and the continuing contributions of Mr. McLamb to the board of directors 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 improvement plan, 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 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

MarineMax, Inc.

727-531-1700

MarineMax Announces the Appointment of Odilon Almeida to the

Board of Directors
Page 3 of 3

Scott Solomon

Sharon Merrill Advisors

857-383-2409

HZO@investorrelations.com

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