マスタークラフトボートの適時開示・決算・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): February 05, 2026

    

MasterCraft Boat Holdings, Inc.

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-37502	06-1571747
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

100 Cherokee Cove Drive
Vonore, Tennessee		37885
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: 423 884-2221

    

(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	MCFT	The Nasdaq Stock Market

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 February 5, 2026, MasterCraft Boat Holdings, Inc. (“MasterCraft”) announced its financial results for its fiscal 2026 quarter ended December 28, 2025. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Form 8-K (including Exhibit 99.1) shall not be deemed "filed" for 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 it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly provided by specific reference in such a filing.

Item 8.01 Other Events.

On February 5, 2026, MasterCraft and Marine Products Corporation, a Delaware corporation (“Marine Products”), issued a joint press release announcing the execution of an Agreement and Plan of Merger, dated as of February 5, 2026, by and among MasterCraft, Marine Products, Titan Merger Sub 1, Inc., a Delaware corporation and a direct wholly owned subsidiary of MasterCraft, and Titan Merger Sub 2, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of MasterCraft (the “Merger Agreement”), providing for the acquisition of Marine Products by MasterCraft. A copy of the joint press release announcing the execution of the Merger Agreement is attached as Exhibit 99.2 to this Current Report and is incorporated herein by reference.

In connection with the announcement of the Merger Agreement, MasterCraft issued an investor presentation containing supplemental information regarding the transactions, a copy of which is attached as Exhibit 99.3 to this Current Report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are being furnished as part of this report:


Exhibit No.		Description

99.1		Press Release dated February 5, 2026
99.2		Joint Press Release dated February 5, 2026
99.3		Investor Presentation dated February 5, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Forward Looking Statements

This Current Report on Form 8-K (this “Current Report”) includes forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Forward-looking statements can often be identified by such words and phrases as “believes,” “anticipates,” “expects,” “intends,” “estimates,” “may,” “will,” “should,” “continue” and similar expressions and comparable terminology or the negative thereof.

Forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, including, but not limited to: (i) the anticipated financial performance of the combined company; (ii) the expected synergies and efficiencies to be achieved as a result of the proposed transactions; (iii) expectations regarding the diversification and complementary nature of brand portfolios; (iv) expectations regarding the complementary nature of dealer networks; (v) expectations regarding enhancements to the manufacturing platform and technological innovation; (vi) the financial profile and profitability of the combined company; (vii) expectations regarding cost savings; (viii) expectations regarding the combined company’s employees, vendors, dealers and manufacturing operations; (ix) expectations regarding the realization of benefits of the proposed transactions and the timing associated with realization thereof; and (x) the receipt of all necessary approvals to close the proposed transactions and the timing associated therewith. These and other important factors discussed under the caption “Risk Factors” in MasterCraft’s Annual Report on Form 10-K for the fiscal year ended June 30, 2025, filed with the SEC on August 27, 2025, subsequent Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and other filings made with the SEC, and Marine Products’ Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 28, 2025, subsequent Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and other filings made with the SEC, in each case could cause actual results to differ materially from those indicated by the forward-looking statements. The discussion of these risks is specifically incorporated by reference into this Current Report.

Any such forward-looking statements represent estimates as of the date of this Current Report. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this Current Report. MasterCraft undertakes no obligation (and expressly disclaims any obligation) to update or supplement any forward-looking statements that may become untrue or cause our views to change, whether because of new information, future events, changes in assumptions or otherwise. Comparisons of results for current and prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.

Additional Information and Where to Find It

In connection with the proposed transactions, MasterCraft intends to file with the SEC a registration statement on Form S-4 (the “Registration Statement”), which will include a prospectus with respect to the shares of MasterCraft common stock to be issued in the proposed transactions and a joint proxy statement/prospectus for MasterCraft’s and Marine Products’ respective stockholders (the “Joint Proxy Statement/Prospectus”). The definitive joint proxy statement (if and when available) will be mailed to stockholders of MasterCraft and Marine Products. Each of MasterCraft and Marine Products may also file with or furnish to the SEC other relevant documents regarding the proposed transactions. This communication is not a substitute for the Registration Statement, the Joint Proxy Statement/Prospectus or any other document that MasterCraft and Marine Products may mail to their respective stockholders in connection with the proposed transactions.

INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTIONS, WHEN THEY BECOME AVAILABLE, BECAUSE THEY DO AND WILL CONTAIN IMPORTANT INFORMATION ABOUT MASTERCRAFT, MARINE PRODUCTS AND THE PROPOSED TRANSACTIONS.

Investors and security holders may obtain copies of these documents free of charge through the website maintained by the SEC at www.sec.gov or from MasterCraft at its website, www.mastercraft.com, or from Marine Products at its website, www.marineproductscorp.com. Documents filed with the SEC by MasterCraft will be available free of charge by accessing the investor section of MasterCraft’s website, www.investors.mastercraft.com, or, alternatively, by directing a request by email to MasterCraft at investorrelations@mastercraft.com and documents filed with the SEC by Marine Products will be available free of charge by accessing Marine Products’ website at www.marineproductscorp.com under the heading Investor Relations or, alternatively, by directing a request by email to Marine Products at jlarge@marineproductscorp.com.

Participants in the Solicitation

Information about Marine Products’ directors and executive officers is available in Marine Products’ proxy statement dated March 12, 2025 for its 2025 Annual Meeting of Stockholders (available here). To the extent holdings of Marine Products common stock by the directors and executive officers of Marine Products have changed from the amounts of Marine Products common stock held by such persons as reflected therein, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC (available here). Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the Joint Proxy Statement/Prospectus and other relevant materials to be filed with the SEC regarding the proposed transactions when they become available. Investors should read the Joint Proxy Statement/Prospectus carefully when it becomes available before making any voting or investment decisions. You may obtain free copies of these documents from the SEC’s website at www.sec.gov or from MasterCraft or Marine Products using the sources indicated above.

No Offer or Solicitation

This Current Report does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy any securities or a solicitation of any vote or approval with respect to the proposed transactions or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report to be signed on its behalf by the undersigned thereunto duly authorized.


			MASTERCRAFT BOAT HOLDINGS, INC.

Date:	February 5, 2026	By:	/s/ W. SCOTT KENT
			W. Scott Kent Chief Financial Officer

EX-99.1 2 mcft-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

MasterCraft Boat Holdings, Inc. Reports Fiscal 2026 Second Quarter Results

VONORE, Tenn. – February 5, 2026 – MasterCraft Boat Holdings, Inc. (NASDAQ: MCFT) today announced financial results for its fiscal 2026 second quarter ended December 28, 2025.

The overview, commentary, and results provided herein relate to our continuing operations, which consists of our MasterCraft and Pontoon segments.

Highlights:

▪

Net sales for the second quarter were $71.8 million, up $8.4 million, or 13.2%, from the comparable prior-year period

▪

Income from continuing operations was $2.5 million, or $0.15 per diluted share, up from $0.4 million, or $0.03 per diluted share, in the prior-year period

▪

Adjusted Net Income, a non-GAAP measure, was $4.7 million, or $0.29 per diluted share, up from $1.7 million, or $0.10 per diluted share, in the prior-year period

▪

Adjusted EBITDA, a non-GAAP measure, was $7.5 million, up $3.9 million from the comparable prior-year period

▪

Ended the second quarter with cash and investments of $81.4 million

Brad Nelson, Chief Executive Officer, commented, “We delivered results that exceeded our expectations, and we are building momentum as we head into boat-shows and the spring selling season. We’re entering this window with right-sized dealer inventories and a team that continues to deliver on key initiatives – bringing leading-edge innovation to market, executing on operational and cost efficiencies, and maintaining disciplined production management.”

Nelson continued, “Within MasterCraft, momentum continues to build across the portfolio as we usher in the next generation of premium products with high margins and advanced technology, continuing our mission of bringing luxury, performance, and precision to the forefront of our lineup. This year’s progress and performance is a direct outcome of our continued innovation and focused execution. As a result, we are raising our full‑year guidance.”

Second Quarter Results

For the second quarter of fiscal 2026, MasterCraft Boat Holdings, Inc. reported consolidated net sales of $71.8 million, up $8.4 million from the second quarter of fiscal 2025. The increase in net sales was primarily due to favorable model mix and options sales, higher unit volumes, and increased prices.

Gross margin percentage increased 440 basis points during the second quarter of fiscal 2026, compared to the prior-year period. Higher margins were primarily the result of increased net sales, as discussed above, combined with effective cost controls.

Operating expenses increased $2.1 million for the second quarter of fiscal 2026, compared to the prior-year period, due to consulting costs related to the implementation of our new enterprise resource planning system (“ERP implementation costs”), business development and consulting costs related to the transaction noted below, and increased selling and marketing costs.

Income from continuing operations was $2.5 million for the second quarter of fiscal 2026, compared to $0.4 million in the prior-year period. Diluted income from continuing operations per share was $0.15, compared to $0.03 for the second quarter of fiscal 2025.

Adjusted Net income was $4.7 million for the second quarter of fiscal 2026, or $0.29 per diluted share, compared to $1.7 million, or $0.10 per diluted share, in the prior-year period.

Adjusted EBITDA was $7.5 million for the second quarter of fiscal 2026, compared to $3.5 million in the prior-year period. Adjusted EBITDA margin was 10.4% for the second quarter, up from 5.6% for the prior-year period.

See “Non-GAAP Measures” below for a reconciliation of Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income, Adjusted Net Income per share, and Free Cash Flow, which we refer to collectively as the “Non-GAAP Measures”, to the most directly comparable financial measures presented in accordance with GAAP.

Combination with Marine Products Corporation

In a separate press release issued today, we announced that we have entered into a definitive agreement under which we will acquire Marine Products Corporation (“Marine Products”), a leading manufacturer of recreation and sport fishing powerboats, in a cash and stock transaction. The transaction is expected to close during the first half of calendar year 2026.

Simultaneously, we amended and extended our credit agreement, providing the Company with a $75 million revolving credit facility that now matures on February 5, 2031.

Outlook

Concluded Nelson, “We’re doing exactly what we said we would: innovating, executing with discipline, supporting our dealers, and building a stronger platform to drive long‑term shareholder value. The combination with Marine Products Corporation unites proven, market leading brands, dealer networks, and product development and manufacturing capabilities. We look forward to welcoming the Chaparral and Robalo teams to our family and continuing to deliver world-class experiences to boaters everywhere.”

The Company’s outlook is as follows:

•

For full year fiscal 2026, we now expect consolidated net sales to be between $300 million and $310 million, with Adjusted EBITDA between $36 million and $39 million, and Adjusted Earnings per share between $1.45 and $1.60. We continue to expect capital expenditures to be approximately $9 million for the year.

•

For fiscal third quarter 2026, consolidated net sales are expected to be approximately $75 million, with Adjusted EBITDA of approximately $9 million, and Adjusted Earnings per share of $0.35.

The outlook provided does not include the pending combination with Marine Products.

Conference Call and Webcast Information

MasterCraft Boat Holdings, Inc. will host a live conference call and webcast to discuss fiscal second quarter 2026 results and the combination with Marine Products today, February 5, 2026, at 8:30 a.m. ET. Participants may access the conference call live via webcast on the investor section of the Company’s website, Investors.MasterCraft.com, by clicking on the webcast icon. To participate via telephone, please register in advance at this link. Upon registration, all telephone participants will receive a confirmation email detailing how to join the conference call, including the dial-in number along with a unique passcode and registrant ID that can be used to access the call. A replay of the conference call and webcast will be archived on the Company's website.

About MasterCraft Boat Holdings, Inc.

Headquartered in Vonore, Tenn., MasterCraft Boat Holdings, Inc. (NASDAQ: MCFT) is a leading innovator, designer, manufacturer and marketer of recreational powerboats through its three brands, MasterCraft, Crest, and Balise. For more information about MasterCraft Boat Holdings, and its three brands, visit: Investors.MasterCraft.com, www.MasterCraft.com, www.CrestPontoonBoats.com, and www.BalisePontoonBoats.com.

Forward-Looking Statements

This press release includes forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Forward-looking statements can often be identified by such words and phrases as “believes,” “anticipates,” “expects,” “intends,” “estimates,” “may,” “will,” “should,” “continue” and similar expressions, comparable terminology or the negative thereof, and include statements in this press release concerning economic uncertainty, the resilience of our business model, our intention to drive value, and our financial outlook.

Forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, including, but not limited to: changes in interest rates, general economic conditions, changes in trade priorities, policies and regulations, including increases or changes in duties, current and potentially new tariffs and quotas and other similar measures, as well potential direct and indirect impact of reciprocal tariffs and other actions, demand for our products, persistent inflationary pressures, changes in consumer preferences, competition within our industry, our ability to maintain a reliable network of dealers, including those in new international locations, our ability to cooperate with our strategic partners, elevated inventories resulting in increased costs for dealers, our ability to manage our manufacturing levels and our fixed cost base, the successful introduction of our new products, geopolitical conflicts and other political developments, financial institution disruptions, our ability to consummate the pending combination with Marine Products on the proposed terms or on the proposed timeline, or at all, including risks and uncertainties related to securing the necessary regulatory and stockholder approvals and the satisfaction of other closing conditions; the occurrence of any event, change or other circumstance that could give rise to the termination of the definitive agreement relating to the transaction with Marine Products, effects relating to the announcement of the pending combination with Marine Products, including on the market price of our common stock and our relationships with customers, employees, dealers and suppliers, and the risk of potential stockholder litigation associated with the pending combination with Marine Products. These and other important factors discussed under the caption “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2025, filed with the Securities and Exchange Commission (the “SEC”) on August 27, 2025, could cause actual results to differ materially from those indicated by the forward-looking statements. The discussion of these risks is specifically incorporated by reference into this press release.

Any such forward-looking statements represent management's estimates as of the date of this press release. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release. We undertake no obligation (and we expressly disclaim any obligation) to update or supplement any forward-looking statements that may become untrue or cause our views to change, whether because of new information, future events, changes in assumptions or otherwise. Comparison of results for current and prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.

Use of Non-GAAP Financial Measures

To supplement the Company’s consolidated financial statements prepared in accordance with United States generally accepted accounting principles (“GAAP”), the Company uses certain non-GAAP financial measures in this release. Reconciliations of the Non-GAAP measures used in this release to the most comparable GAAP measures for the respective periods can be found in tables immediately following the consolidated statements of operations. The Non-GAAP Measures have limitations as analytical tools and should not be considered in isolation or as a substitute for the Company’s financial results prepared in accordance with GAAP.

Results of Operations for the Three and Six Months Ended December 28, 2025

MASTERCRAFT BOAT HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except per share data)


	Three Months Ended						Six Months Ended
	December 28,			December 29,			December 28,			December 29,
	2025			2024			2025			2024

Net sales	$	71,759		$	63,368		$	140,761		$	128,727
Cost of sales		56,232			52,476			109,838			106,037
Gross profit		15,527			10,892			30,923			22,690
Operating expenses:
Selling and marketing		3,382			2,824			6,289			5,698
General and administrative		8,976			7,432			17,237			14,902
Amortization of other intangible assets		450			450			900			900
Total operating expenses		12,808			10,706			24,426			21,500
Operating income		2,719			186			6,497			1,190
Other income (expense):
Interest expense		(87	)		(182	)		(88	)		(1,169	)
Interest income		727			697			1,497			1,889
Income before income tax expense		3,359			701			7,906			1,910
Income tax expense		871			275			1,762			468
Income from continuing operations		2,488			426			6,144			1,442
Income (loss) from discontinued operations, net of tax		39			2,322			19			(3,839	)
Net income (loss)	$	2,527		$	2,748		$	6,163		$	(2,397	)

Income (loss) per share
Basic
Continuing operations	$	0.15		$	0.03		$	0.38		$	0.09
Discontinued operations		0.01			0.14			—			(0.24	)
Net income (loss)	$	0.16		$	0.17		$	0.38		$	(0.15	)

Diluted
Continuing operations	$	0.15		$	0.03		$	0.38		$	0.09
Discontinued operations		0.01			0.14			—			(0.24	)
Net income (loss)	$	0.16		$	0.17		$	0.38		$	(0.15	)

Weighted average shares used for computation of:
Basic earnings per share		16,128,510			16,454,776			16,153,072			16,499,858
Diluted earnings per share		16,238,917			16,543,502			16,247,157			16,499,858

MASTERCRAFT BOAT HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share data)


	December 28,		June 30,
	2025		2025
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	56,229	$	28,926
Short-term investments		25,152		50,518
Accounts receivable, net of allowances of $225 and $156, respectively		3,964		4,086
Income tax receivable		1,866		208
Inventories, net		30,999		30,469
Prepaid expenses and other current assets		4,977		7,006
Total current assets		123,187		121,213
Property, plant and equipment, net		54,264		53,576
Goodwill		28,493		28,493
Other intangible assets, net		30,950		31,850
Deferred income taxes		17,204		18,914
Other long-term assets		5,580		5,902
Total assets	$	259,678	$	259,948
LIABILITIES AND EQUITY
CURRENT LIABILITIES:
Accounts payable	$	6,815	$	8,255
Income tax payable		1,773		1,773
Accrued expenses and other current liabilities		51,025		55,182
Total current liabilities		59,613		65,210
Unrecognized tax positions		9,062		9,067
Other long-term liabilities		1,743		2,085
Total liabilities		70,418		76,362
COMMITMENTS AND CONTINGENCIES
EQUITY:
Common stock, $.01 par value per share — authorized, 100,000,000 shares; issued and outstanding, 16,288,284 shares at December 28, 2025 and 16,406,788 shares at June 30, 2025		163		164
Additional paid-in capital		52,071		52,559
Retained earnings		136,826		130,663
MasterCraft Boat Holdings, Inc. equity		189,060		183,386
Noncontrolling interest		200		200
Total equity		189,260		183,586
Total liabilities and equity	$	259,678	$	259,948

Supplemental Operating Data

The following table presents certain supplemental operating data for the periods indicated:


	Three Months Ended									Six Months Ended
	December 28,			December 29,						December 28,			December 29,
	2025			2024			Change			2025			2024			Change
	(Dollars in thousands)
Unit sales volume:
MasterCraft		409			400			2.3	%		786			774			1.6	%
Pontoon		174			153			13.7	%		362			330			9.7	%
Consolidated		583			553			5.4	%		1,148			1,104			4.0	%
Net sales:
MasterCraft	$	61,738		$	55,097			12.1	%	$	119,883		$	110,630			8.4	%
Pontoon		10,021			8,271			21.2	%		20,878			18,097			15.4	%
Consolidated	$	71,759		$	63,368			13.2	%	$	140,761		$	128,727			9.3	%
Net sales per unit:
MasterCraft	$	151		$	138			9.4	%	$	153		$	143			7.0	%
Pontoon		58			54			7.4	%		58			55			5.5	%
Consolidated		123			115			7.0	%		123			117			5.1	%
Gross margin		21.6	%		17.2	%	440 bps				22.0	%		17.6	%	440 bps

Non-GAAP Measures

EBITDA, Adjusted EBITDA, EBITDA margin, and Adjusted EBITDA margin

We define EBITDA as income from continuing operations, before interest, income taxes, depreciation and amortization. We define Adjusted EBITDA as EBITDA further adjusted to eliminate certain non-cash charges or other items that we do not consider to be indicative of our core and/or ongoing operations. For the periods presented herein, the adjustments include share-based compensation, Senior leadership transition and organizational realignment costs, ERP implementation costs, and Business development and consulting costs. We define EBITDA margin and Adjusted EBITDA margin as EBITDA and Adjusted EBITDA, respectively, each expressed as a percentage of Net sales.

Adjusted Net Income and Adjusted Net Income per share

We define Adjusted Net Income and Adjusted Net Income per share as income from continuing operations, adjusted to eliminate certain non-cash charges or other items that we do not consider to be indicative of our core and/or ongoing operations and reflecting income tax expense on adjusted net income before income taxes at our estimated annual effective tax rate. For the periods presented herein, these adjustments include other intangible asset amortization, share-based compensation, Senior leadership transition and organizational realignment costs, ERP implementation costs, and Business development and consulting costs.

Free Cash Flow

We define Free Cash Flow from continuing operations as net cash flows from operating activities less purchases of property, plant, and equipment.

The Non-GAAP Measures are not measures of net income, operating income, or net cash flows as determined under GAAP. The Non-GAAP Measures are not measures of performance in accordance with GAAP and should not be considered as an alternative to net income, net income per share, or net operating cash flows determined in accordance with GAAP. Additionally, Adjusted EBITDA is not intended to be a measure of cash flows. We believe that the inclusion of the Non-GAAP Measures is appropriate to provide additional information to investors because securities analysts and investors use the Non-GAAP Measures to assess our operating performance across periods on a consistent basis and to evaluate the relative risk of an investment in our securities. We use Adjusted Net Income and Adjusted Net Income per share to facilitate a comparison of our operating performance on a consistent basis from period to period that, when viewed in combination with our results prepared in accordance with GAAP, provides a more complete understanding of factors and trends affecting our business than does GAAP measures alone. We believe Adjusted Net Income and Adjusted Net Income per share assists our board of directors, management, investors, and other users of the financial statements in comparing our net income on a consistent basis from period to period because it removes certain non-cash items and other items that we do not consider to be indicative of our core and/or ongoing operations and reflecting income tax expense on adjusted net income before income taxes at our estimated annual effective tax rate. The Non-GAAP Measures have limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

•

Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future and the Non-GAAP Measures do not reflect any cash requirements for such replacements;

•

Certain Non-GAAP Measures do not reflect our cash expenditures, or future requirements for capital expenditures or contractual commitments;

•

Certain Non-GAAP Measures do not reflect changes in, or cash requirements for, our working capital needs;

•

Certain Non-GAAP Measures do not reflect our tax expense or any cash requirements to pay income taxes;

•

Certain Non-GAAP Measures do not reflect interest expense, or the cash requirements necessary to service interest payments on our indebtedness; and

•

Certain Non-GAAP Measures do not reflect the impact of earnings or charges resulting from matters we do not consider to be indicative of our core and/or ongoing operations, but may nonetheless have a material impact on our results of operations.

In addition, because not all companies use identical calculations, our presentation of the Non-GAAP Measures may not be comparable to similarly titled measures of other companies, including companies in our industry.

We do not provide forward-looking guidance for certain financial measures on a GAAP basis because we are unable to predict certain items contained in the GAAP measures without unreasonable efforts. These items may include acquisition-related costs, litigation charges or settlements, impairment charges, and certain other unusual adjustments.

The following table presents a reconciliation of income from continuing operations as determined in accordance with GAAP to EBITDA and Adjusted EBITDA, and income from continuing operations margin to EBITDA margin and Adjusted EBITDA margin (each expressed as a percentage of net sales) for the periods indicated:


(Dollars in thousands)	Three Months Ended								Six Months Ended
	December 28,			% of Net	December 29,			% of Net	December 28,			% of Net	December 29,			% of Net
	2025			sales	2024			sales	2025			sales	2024			sales
Income from continuing operations	$	2,488		3.5%	$	426		0.7%	$	6,144		4.4%	$	1,442		1.1%
Income tax expense		871				275				1,762				468
Interest expense		87				182				88				1,169
Interest income		(727	)			(697	)			(1,497	)			(1,889	)
Depreciation and amortization		2,439				2,382				4,478				4,456
EBITDA		5,158		7.2%		2,568		4.1%		10,975		7.8%		5,646		4.4%
Share-based compensation		1,005				844				1,795				1,274
Senior leadership transition and organizational realignment costs(a)		98				114				196				448
ERP implementation costs(b)		493				—				493				—
Business development and consulting costs(c)		700				—				968				—
Adjusted EBITDA	$	7,454		10.4%	$	3,526		5.6%	$	14,427		10.2%	$	7,368		5.7%

The following table sets forth a reconciliation of income from continuing operations as determined in accordance with GAAP to Adjusted Net Income for the periods indicated:


(Dollars in thousands, except per share data)	Three Months Ended				Six Months Ended
	December 28,		December 29,		December 28,		December 29,
	2025		2024		2025		2024
Income from continuing operations	$	2,488	$	426	$	6,144	$	1,442
Income tax expense		871		275		1,762		468
Amortization of acquisition intangibles		450		450		900		900
Share-based compensation		1,005		844		1,795		1,274
Senior leadership transition and organizational realignment costs(a)		98		114		196		448
ERP implementation costs(b)		493		—		493		—
Business development and consulting costs(c)		700		—		968		—
Adjusted Net Income before income taxes		6,105		2,109		12,258		4,532
Adjusted income tax expense(d)		1,404		422		2,819		906
Adjusted Net Income	$	4,701	$	1,687	$	9,439	$	3,626

Adjusted net income per common share
Basic	$	0.29	$	0.10	$	0.58	$	0.22
Diluted	$	0.29	$	0.10	$	0.58	$	0.22
Weighted average shares used for the computation of (e):
Basic Adjusted net income per share		16,128,510		16,454,776		16,153,072		16,499,858
Diluted Adjusted net income per share		16,238,917		16,543,502		16,247,157		16,499,858

The following table presents the reconciliation of income from continuing operations per diluted share to Adjusted Net Income per diluted share for the periods indicated:


	Three Months Ended						Six Months Ended
	December 28,			December 29,			December 28,			December 29,
	2025			2024			2025			2024
Income from continuing operations per diluted share	$	0.15		$	0.03		$	0.38		$	0.09
Impact of adjustments:
Income tax expense		0.05			0.02			0.11			0.03
Amortization of acquisition intangibles		0.03			0.03			0.06			0.06
Share-based compensation		0.06			0.05			0.11			0.08
Senior leadership transition and organizational realignment costs(a)		0.01			—			0.01			0.03
ERP implementation costs(b)		0.03			—			0.03			—
Business development and consulting costs(c)		0.04			—			0.06			—
Adjusted Net Income per diluted share before income taxes		0.37			0.13			0.76			0.29
Impact of adjusted income tax expense on net income per diluted share before income taxes(d)		(0.08	)		(0.03	)		(0.18	)		(0.07	)
Adjusted Net Income per diluted share	$	0.29		$	0.10		$	0.58		$	0.22

The following table presents the reconciliation of net cash flow by operating activities of continuing operations to Free Cash Flow for the periods presented:


	Six Months Ended
	December 28,			December 29,
	2025			2024
Net cash used in operating activities of continuing operations	$	8,581		$	13,437
Less:
Purchases of property, plant and equipment		(4,708	)		(4,594	)
Free cash flow	$	3,873		$	8,843

(a)

Represents amounts paid for legal fees and recruiting costs associated with the CEO and CFO transitions, as well as non-recurring severance costs incurred as part of the Company's strategic organizational realignment undertaken in connection with the transitions.

(b)

Represents consulting costs incurred in connection with the ERP system implementation.

(c)

Represents non-recurring third-party business development and consulting costs related to the Marine Products transaction.

(d)

For fiscal 2026 and 2025, income tax expense reflects an income tax rate of 23.0% and 20.0%, respectively.

(e)

Represents the Weighted Average Shares used for the computation of Basic and Diluted earnings (loss) per share as presented on the Consolidated Statements of Operations to calculate Adjusted Net Income per basic and diluted share for all periods presented herein.

Investor Contact:

MasterCraft Boat Holdings, Inc.

Alec Harmon

Director of Strategy and Investor Relations

Email: investorrelations@mastercraft.com

# # #

EX-99.2 3 mcft-ex99_2.htm EX-99.2 EX-99.2

MasterCraft Boat Holdings, Inc. and Marine Products Corporation to Combine, Creating a Diversified Portfolio of Proven Recreational Marine Brands

Combination of MasterCraft, Crest, Balise, Chaparral, and Robalo Creates a Portfolio of Leading Brands Across Four Distinct Categories, More Than Doubling Consumer Reach

Expanded Geographic Coverage and Offerings to Unlock Growth Opportunities Through Complementary Coastal and Inland Dealer Networks

Expected to Deliver Differentiated and Innovative New Products While Accelerating New Model Launches

Attractive Financial Profile and Robust Balance Sheet to Drive Growth, Value Creation, and Focused Capital Allocation

Expected to be Accretive to Adjusted EPS in Fiscal 2027

MasterCraft to Host Conference Call at 8:30 AM ET to Discuss Second Quarter Results and Transaction Details

VONORE, Tenn. and ATLANTA Ga., February 5, 2026 — MasterCraft Boat Holdings, Inc. (NASDAQ: MCFT) (“MasterCraft”), a leading innovator, designer, and manufacturer of premium performance and leisure powerboats and Marine Products Corporation (NYSE: MPX) (“Marine Products”), a leading manufacturer of recreation and sport fishing powerboats, today announced that they have entered into a definitive agreement under which MasterCraft will acquire Marine Products in a cash and stock transaction valued at approximately $232.2 million, net of acquired cash.

The combination of MasterCraft and Marine Products brings together two iconic, market leading American recreational marine companies. The combined company will benefit from a more diversified portfolio of leading brands – MasterCraft, Crest, Balise, Chaparral, and Robalo – in attractive categories supported by advanced product development and manufacturing platforms as well as an expanded dealer network. Underpinned by MasterCraft’s innovation prowess and operational excellence, alongside Marine Products’ best-in-class products and strong dealer relationships, the combined company will have the scale, reach, and product offerings to meet the evolving needs of boating enthusiasts across multiple categories.

Under the terms of the agreement, Marine Products shareholders will receive $2.43 per share in cash and 0.232 shares of MasterCraft common stock for each share of Marine Products they own. Based on MasterCraft’s closing share price of $23.12 on February 4, 2026, this consideration implies a value of $7.79 per Marine Products share. The corresponding transaction value of $232.2 million represents approximately 7.2x Marine Products’ expected EBITDA for the twelve months ending June 30, 2026, after adjusting for the elimination of approximately $6 million of public company costs and corporate overhead. Upon closing of the transaction, MasterCraft shareholders will own 66.5% and Marine Products shareholders will own 33.5% of the combined company. The transaction has been unanimously approved by the Boards of Directors of both companies and the Special Committee of the Board of Directors of Marine Products. The transaction is expected to be financed through combined cash on hand.

Brad Nelson, Chief Executive Officer of MasterCraft, said, “Today marks an exciting and transformational step for MasterCraft and Marine Products as we continue shaping the future of the marine industry together. We have long admired Marine Products and the success its team has achieved in creating a leading brand for recreational boaters with Chaparral and a leader in sport fishing boats with Robalo. Supported by both companies’ proven category leadership, the combined company will serve an expanded customer base with diversified offerings, drive differentiated innovation, and deliver greater value for dealers and consumers.”

Mr. Nelson continued, “Like MasterCraft, Marine Products has succeeded through boating industry cycles with a disciplined approach to managing production, inventory levels, and dealer health while maintaining a robust financial profile. Together, we will be well positioned to capitalize on growth opportunities, particularly as demand for our products recovers. We look forward to bringing Chaparral and Robalo on board as we embark on this new chapter, build on our shared legacies of excellence, and generate value for shareholders of the combined company.”

Ben Palmer, Chief Executive Officer of Marine Products, said, “This transaction marks an exciting new chapter for Chaparral and Robalo, and is a testament to the hard work and dedication of our employees. We believe that MasterCraft will be a great steward of the combined business and an enthusiastic partner to our exceptional dealers and suppliers. In addition, the combination is structured to enable shareholders to continue to participate in the strength and upside potential of the combined company and benefit from a stronger institutional following.”

Compelling Strategic, Operational, and Financial Benefits

The combined company is expected to deliver meaningful strategic, operational, and financial benefits including:

•

A proven, diversified, and complementary portfolio of best-in-class brands. Bringing MasterCraft’s category leadership in premium performance (MasterCraft) and leisure (Crest, Balise) together with Marine Products’ market leadership in recreational (Chaparral) and sport fishing (Robalo) creates a more diversified offering to meet the needs of an expanded customer base.

•

Compatible dealer networks and commercial organizations. Highly complementary coastal and inland dealer networks and commercial capabilities will enable the combined company to expand its presence in key geographies and enhance growth opportunities to drive long-term value.

•

Enhanced manufacturing capabilities with robust technological innovation. The combined company’s enhanced scale and capabilities are expected to support more efficient brand investment and enhanced innovation to drive growth. With powerful product development and manufacturing platforms, the combined company is expected to deliver differentiated and innovative new products while accelerating new model launches. Manufacturing facilities in Tennessee, Michigan, and Georgia are expected to enable the sharing of best practices to improve overall production efficiency, improve buying power, and provide operational flexibility for future growth.

•

An attractive financial profile. On a pro forma basis for the twelve months ending June 30, 2026, the combined company is expected to generate net sales of approximately $560 million and adjusted EBITDA of approximately $64 million. The combination is also expected to drive enhanced operating margins over time, starting with the elimination of Marine Products’ public company costs and corporate overhead, totaling approximately $6 million in annual net savings.

After adjusting for the elimination of these expenses, MasterCraft management expects that the transaction will be accretive to adjusted EPS in Fiscal 2027. The combined company will have a robust balance sheet with no debt and significant capacity, providing enhanced financial flexibility to fund ongoing growth investments while maintaining a disciplined capital allocation framework.

Leadership and Governance

Upon completion of the transaction, Mr. Nelson, Chief Executive Officer of MasterCraft, will serve as Chief Executive Officer of the combined company, and Scott Kent, Chief Financial Officer of MasterCraft, will serve as Chief Financial Officer of the combined company. MasterCraft expects to maintain the Chaparral and Robalo leadership teams, brands and employees as a separate operating unit.

Following closing, MasterCraft’s Board of Directors will expand from seven to 10 directors and include three new directors. Roch Lambert will serve as Chair of the Board of the combined company.

The combined company will be headquartered in Vonore, Tennessee and will maintain the Chaparral and Robalo operating facilities in Nashville, Georgia.

Approvals and Closing

The transaction is expected to close in the second calendar quarter of 2026, subject to approval by both MasterCraft and Marine Products shareholders and the satisfaction of other customary closing conditions.

LOR, Inc., Marine Products’ majority shareholder, has entered into a voting agreement to vote in favor of the transaction at the Special Meeting of Marine Products shareholders to be held in connection with the transaction.

Second Quarter Fiscal 2026 Earnings

In a separate press release issued today, MasterCraft reported its second quarter fiscal-year 2026 financial results. MasterCraft’s press release is available at Investors.MasterCraft.com. Marine Products also reported its fourth-quarter and full-year 2025 financial results today, which is available on its website at www.marineproductscorp.com.

Conference Call and Webcast Information

MasterCraft will host a conference call and live webcast to discuss both the transaction and its second quarter 2026 results, today, February 5 at 8:30 AM ET. Participants may access the conference call live via webcast on the investor section of MasterCraft’s website, Investors.MasterCraft.com, by clicking on the webcast icon. To participate via telephone, please register in advance at this link. Upon registration, all telephone participants will receive a confirmation email detailing how to join the conference call, including the dial-in number along with a unique passcode and registrant ID that can be used to access the call. A replay of the conference call and webcast will be archived on MasterCraft’s website.

Advisors

Wells Fargo is acting as exclusive financial advisor to MasterCraft and King & Spalding LLP is serving as legal counsel. Joele Frank, Wilkinson Brimmer Katcher is serving as strategic communications advisor to MasterCraft. Truist Securities is serving as exclusive financial advisor to Marine Products, and Alston & Bird LLP is serving as legal advisor. Potter Anderson & Corroon LLP is serving as legal counsel to the Special Committee of the Marine Products board. Gagnier Communications LLC is serving as strategic communications advisor to Marine Products. McDermott Will & Schulte LLP is serving as legal advisor to LOR, Inc.

About MasterCraft Boat Holdings, Inc.

Headquartered in Vonore, Tenn., MasterCraft Boat Holdings, Inc. is a leading innovator, designer, manufacturer and marketer of recreational powerboats through its three brands, MasterCraft, Crest, and Balise. For more information about MasterCraft Boat Holdings, and its three brands, visit: Investors.MasterCraft.com, www.mastercraft.com, www.CrestPontoonBoats.com, and www.BalisePontoonBoats.com.

About Marine Products

Marine Products Corporation is a leading manufacturer of high-quality fiberglass boats under the brand names Chaparral and Robalo. Chaparral’s sterndrive models include SSi Sportboats and SSX Luxury Sportboats, and the GTS SURF Series. Chaparral’s outboard offerings include OSX Luxury Sportboats, the SSi Outboard Bowriders, and SSX Luxury Sportboats. Robalo builds an array of outboard sport fishing models, which include Center Consoles, Dual Consoles and Cayman Bay Boats. For more information on Marine Products Corporation visit its website at www.marineproductscorp.com, www.chaparralboats.com, and www.robalo.com,

Forward Looking Statements

This press release includes forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Forward-looking statements can often be identified by such words and phrases as “believes,” “anticipates,” “expects,” “intends,” “estimates,” “may,” “will,” “should,” “continue” and similar expressions and comparable terminology or the negative thereof.

Forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, including, but not limited to: (i) the anticipated financial performance of the combined company; (ii) the expected synergies and efficiencies to be achieved as a result of the proposed transactions; (iii) expectations regarding the diversification and complementary nature of brand portfolios; (iv) expectations regarding the complementary nature of dealer networks; (v) expectations regarding enhancements to the manufacturing platform and technological innovation; (vi) the financial profile and profitability of the combined company; (vii) expectations regarding cost savings; (viii) expectations regarding the combined company’s employees, vendors, dealers and manufacturing operations; (ix) expectations regarding the realization of benefits of the proposed transactions and the timing associated with realization thereof; and (x) the receipt of all necessary approvals to close the proposed transactions and the timing associated therewith. These and other important factors discussed under the caption “Risk Factors” in MasterCraft’s Annual Report on Form 10-K for the fiscal year ended June 30, 2025, filed with the Securities and Exchange Commission (the “SEC”) on August 27, 2025, subsequent Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and other filings made with the SEC, and Marine Products’ Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 28, 2025, subsequent Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and other filings made with the SEC, in each case could cause actual results to differ materially from those indicated by the forward-looking statements.

The discussion of these risks is specifically incorporated by reference into this press release.

Any such forward-looking statements represent estimates as of the date of this press release. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release. MasterCraft undertakes no obligation (and expressly disclaims any obligation) to update or supplement any forward-looking statements that may become untrue or cause our views to change, whether because of new information, future events, changes in assumptions or otherwise. Comparisons of results for current and prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.

Additional Information and Where to Find It

In connection with the proposed transactions, MasterCraft intends to file with the SEC a registration statement on Form S-4 (the “Registration Statement”), which will include a prospectus with respect to the shares of MasterCraft’s common stock to be issued in the proposed transactions and a joint proxy statement/prospectus for MasterCraft’s and Marine Products’ respective stockholders (the “Joint Proxy Statement/Prospectus”). The definitive joint proxy statement (if and when available) will be mailed to stockholders of MasterCraft and Marine Products. Each of MasterCraft and Marine Products may also file with or furnish to the SEC other relevant documents regarding the proposed transactions. This communication is not a substitute for the Registration Statement, the Joint Proxy Statement/Prospectus or any other document that MasterCraft and Marine Products may mail to their respective stockholders in connection with the proposed transactions.

INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION AND THE JOINT PROXY STATEMENT/PROSPECTUS, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTIONS, WHEN THEY BECOME AVAILABLE, BECAUSE THEY DO AND WILL CONTAIN IMPORTANT INFORMATION ABOUT MASTERCRAFT, MARINE PRODUCTS AND THE PROPOSED TRANSACTIONS.

Participants in the Solicitation

MasterCraft, Marine Products and certain of their respective directors, executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from the stockholders of MasterCraft and Marine Products in connection with the proposed transactions under the rules of the SEC. Information about MasterCraft’s directors and executive officers is available in MasterCraft’s proxy statement dated September 15, 2025 for its 2025 Annual Meeting of Stockholders (available here). To the extent holdings of MasterCraft common stock by the directors and executive officers of MasterCraft have changed from the amounts of MasterCraft common stock held by such persons as reflected therein, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC (available here). Information about Marine Products’ directors and executive officers is available in Marine Products’ proxy statement dated March 12, 2025 for its 2025 Annual Meeting of Stockholders (available here). To the extent holdings of Marine Products common stock by the directors and executive officers of Marine Products have changed from the amounts of Marine Products common stock held by such persons as reflected therein, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC (available here). Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the Joint Proxy Statement/Prospectus and other relevant materials to be filed with the SEC regarding the proposed transactions when they become available. Investors should read the Joint Proxy Statement/Prospectus carefully when it becomes available before making any voting or investment decisions. You may obtain free copies of these documents from the SEC’s website at www.sec.gov or from MasterCraft or Marine Products using the sources indicated above.

No Offer or Solicitation

This communication does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy any securities or a solicitation of any vote or approval with respect to the proposed transactions or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

MasterCraft Contacts:

Investors

Alec Harmon
Director of Strategy and Investor Relations
Email: investorrelations@mastercraft.com

Media

Mahmoud Siddig / Tim Lynch / Fouad Boutros

Joele Frank, Wilkinson Brimmer Katcher Vice President, Corporate Finance and Investor Relations

212.355.4449

Marine Products Contacts:

Investors

Joshua Large

jlarge@marineproductscorp.com

Media

Riyaz Lalani / Dan Gagnier

Gagnier Communications LLC

MarineProducts@gagnierfc.com

EX-99.3 4 mcft-ex99_3.htm EX-99.3

FISCAL SECOND QUARTER 2026 RESULTS MASTERCRAFT + MARINE PRODUCTS TO COMBINE F E B R U A R Y 5 , 2 0 2 6

DISCLAIMER Forward Looking Statement s This pr es ent ati on i ncl udes for war d- l ooki ng st at ements ( as s uc h t er m is defined in the Pri vat e Sec urities Liti gati on Ref or m Act of 1995 ) . For war d- l ooki ng st at ements c an oft en be identifi ed by s uch words and phr as es as “ beli eves,” “ antici pat es,” “ expects,” “ int ends,” “ estimates,” “ may, ” “ will,” “ s houl d,” “ conti nue,” and s imil ar expr essions and c ompar abl e terminology, or the negative thereof. For war d- l ooking st at ements ar e s ubject to r i sks, uncert ai nti es, and other i mport ant f act ors t hat c ould c ause act ual r es ults to diff er mat eri all y f r om t hos e express ed or i mpli ed in t he for war d- l ooki ng st at ements, incl udi ng, but not l i mit ed to: ( i ) t he antici pated f inanci al perf or manc e of t he combi ned c ompany; ( i i ) t he expect ed s yner gi es and effici encies to be ac hieved as a r esul t of the pr opos ed t rans acti ons ; ( i i i ) expect ati ons regardi ng t he diversific ati on and c ompl ement ar y nat ure of br and port foli os ; ( i v) expect ati ons r egar di ng t he compl ement ar y nat ur e of deal er networks ; ( v) expect ati ons r egar di ng enhancements to t he manuf act uri ng pl atf or m and tec hnologic al i nnovation; ( vi) the f inanci al pr ofil e and pr ofit abilit y of t he combi ned company; ( vi i ) expect ati ons regar di ng c ost savi ngs ; ( vi i i ) expect ati ons r egar di ng t he c ombined c ompany’ s empl oyees, vendors, deal ers, and manufact uring oper ati ons ; ( i x) expec tations r egar ding t he r ealizati on of benefits of t he pr opos ed t r ansactions and t he t i mi ng associat ed wit h r eali zati on ther eof; and ( x) t he r eceipt of all nec essary appr ovals to c l os e t he pr oposed t r ans actions, and t he t i ming ass ociat ed t her ewit h. Thes e and ot her i mport ant f actors discuss ed under t he c apti on “ Risk Fact ors” in Master Cr af t Boat Hol dings, Inc.’s (“ MCBH”) Annual Report on For m 10 - K f or the f i scal year ended June 30 , 2025 , f i l ed wit h t he Securiti es and Exc hange Commissi on ( t he “ SEC”) on August 27 , 2025 , s ubsequent Quart erl y Reports on Form 10 - Q, Curr ent Reports on For m 8 - K, and ot her f i l i ngs made wit h the SEC, and Mari ne Pr oducts Cor por ation’ s ( “ Mari ne Products”) Annual Report on For m 10 - K f or t he f i scal year ended Dec ember 31 , 2024 , f i l ed wit h t he SEC on Febr uar y 28 , 2025 , subs equent Quart erl y Repor ts on For m 10 - Q, Curr ent Repor ts on For m 8 - K, and ot her f i l ings made wi th the SEC, in each c as e c oul d c ause act ual r esults to differ mat eri ally f r om thos e i ndicat ed by t he f orwar d- l ooking stat em ents . Th e discussion of these r i sks is specifically incorporat ed by reference into this presentati on . Any suc h f or war d- l ooking stat ements r epr es ent est im at es as of t he dat e of t his pr esent ati on. Thes e f or war d- l ooking st at ement s shoul d not be reli ed upon as repres enti ng our views as of any dat e subs equent to the dat e of t his pr es ent ati on. MCBH undert ak es no obli gati on ( and expr essly disclai ms any obligati on) to update or s uppl ement any f orwar d- l ooki ng stat ements t hat may bec ome unt rue or c ause our vi ews to change, whet her becaus e of new inf ormat ion, f ut ur e events, c hanges in assumpti ons or ot her wise. Comparis ons of r es ults for curr ent and pri or peri ods ar e not i nt ended to expr ess any f ut ur e t r ends or i ndications of f ut ur e perf or mance, unl ess express ed as s uc h, and shoul d onl y be viewed as hi storic al data. Use of Non- GAAP Financi al Measures To suppl ement MCBH’ s f inancial meas ur es pr epared in accor danc e wit h Unit ed St at es gener all y accept ed acc ounti ng pri nciples ( “ GAAP”), the Company us es c ert ai n non- GAAP f inancial m eas ur es in t hi s pr es ent ati on. Reconcili ati ons of t he non- GAAP measur es us ed in t his r elease to t he most c omparabl e GAAP meas ur es f or t he r es pective peri ods can be found in t he appendi x to this pr es ent ati on. The non- GAAP meas ur es have l imitati ons as analytical tools and shoul d not be consi der ed in i s ol ati on or as a substit ut e f or MCBH’ s f inancial r es ults pr epar ed in accor danc e wit h GAAP. We do not pr ovide f orwar d- l ooking gui danc e f or cert ai n f i nancial meas ur es on a GAAP basis bec aus e we are unable to pr edict certain i tems contained in the GAAP measures without unreasonabl e efforts .

DISCLAIMER (CONTINUED) Additi onal Information and Where to Find It In c onnecti on wit h t he pr oposed t r ans actions, MCBH i nt ends to f i l e wit h t he SEC a r egistr ati on st at ement on Form S- 4 ( t he “ Registr ati on St at ement”), which will i ncl ude a pr ospect us with r espect to t he s har es of MCBH c ommon st ock to be i ssued in t he pr oposed t r ansacti ons and a joi nt pr oxy st at ement/ pr os pectus for MCBH’ s and Mari ne Pr oducts’ r espective stockhol ders ( t he “ J oi nt Proxy St at ement/ Pr ospec tus”) . The defi niti ve joi nt pr oxy st at ement ( i f and when avail abl e) will be mai led to stock hol ders of MCBH and Mari ne Pr oducts . Eac h of MCBH and Mari ne Pr oducts may als o f i l e wit h or f ur nish to t he SEC ot her r el evant doc um ents r egar di ng t he pr oposed t r ansacti ons . This pr es ent ati on is not a substit ut e for th e Registr ati on Statement, t he J oint Pr oxy St at ement / Pr ospect us or any ot her document t hat MCBH and Mari ne Pr oducts may mail to t heir r especti ve st ockholders in c onnecti on wi th t he proposed t ransactions . INVESTORS AND SECURI TY HOLDERS ARE U RGED TO READ THE REGISTRATI ON STATEMENT AND THE JOI NT PROXY STATEMENT/ PROSPECTUS, AS W ELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOC UM EN TS AND ANY OTHER RELEVANT DOCUMENTS FI LED OR TO BE FILED W ITH THE SEC IN CONNECTI ON W ITH THE PROPOSED TRANSACTI ONS, W HEN THEY BECOME AVAI LABLE, BECAUSE THEY DO AND W ILL CONTAIN I MPORTANT INFORMATI ON ABOUT MCBH, MARINE PRODUCTS CORPORATION, AND THE PROPOSED TRANSACTIONS. Investors and sec urit y hol ders may obtai n c opi es of thes e doc uments f r ee of char ge t hr ough t he websit e mai nt ai ned by the SEC at www. s ec. gov or f r om MCBH at its websit e, www. mast ercr aft . c om, or f rom Mari ne Pr oducts at i ts websit e, www. mari nepr oductscor p. c om. Doc uments f i l ed wit h t he SEC by MCBH will be avail abl e f r ee of charge by accessi ng t he investor secti on of MCBH’ s websit e, www. i nvest ors . mast ercr aft . c om, or, alt ernati vely, by di r ecting a r equest by email to MCBH at i nvest orr el ati ons@ mastercr aft . c om, and doc uments f i led wit h t he SEC by Mar ine Pr oducts will be avail abl e f r ee of c har ge by ac cessing Mari ne Pr oducts’ websit e at www. mari nepr oductscor p . c om under t he heading I nvest or Rel ati ons or, alternatively, by directing a request by email to Marine Products at j large@ mari nepr oductscor p . c om. Participant s in the Solicitation MCBH, Mari ne Pr oducts, and c ert ai n of t heir r es pective di r ectors, exec uti ve officers, and ot her members of management and empl oyees may be deemed to be partici pants in t h e solicitati on of pr oxi es f r om t he st ockhol ders of MCBH and Mari ne Pr oducts in connecti on wit h t he pr opos ed t r ansacti ons under t he r ul es of t he SEC. I nf ormati on about MCBH’ s dir ect ors and exec utive officers is availabl e in MCBH’ s pr oxy st at ement dat ed Sept ember 15 , 2025 f or its 2025 Annual Meeting of St ockhol ders ( avail abl e her e) . To t he ext ent hol di ngs of MCBH com m on st ock by t he di r ectors and exe cutive offic ers of MCBH have c hanged f r om t he amounts of MCBH common st ock hel d by s uc h per sons as r efl ect ed t her ei n, such changes have been or will be r efl ect ed on St at ements of Change in Owners hi p on Form 4 f i l ed with t he SEC ( avail able her e) . Information about Mari ne Pr oducts’ dir ect ors and exec uti ve offic ers is avai labl e in Mari ne Pr oducts’ pr oxy st at ement dat ed Marc h 12 , 2025 , f or i ts 2025 Annual Meeting of Stock holders ( avail abl e her e) . To t he ext ent hol di ngs of Mari ne Pr oducts common stock by t he dir ect ors and exec uti ve offic ers of Mari ne Pr oducts have c hanged f r om t he amounts of M ari ne Pr oducts common stock hel d by s uch pers ons as refl ect ed t her ei n, s uc h c hanges have been or will be reflect ed on St at ements of Change in Ownershi p on For m 4 f i l ed wit h t he SEC ( avail abl e her e) . Ot her i nf or mati on r egar di ng t he partici pants in the pr oxy s olicit ati on and a descripti on of t heir dir ect and i ndir ect i nt er ests, by sec urit y hol di ngs or ot herwis e, will be cont ai ned in the J oint Proxy Stat ement/ Pros pect us and ot her r elevant mat eri al s to be f i l ed wi th t he SEC r egar di ng t he pr oposed t r ans acti ons when t hey bec om e avail abl e. I nvestors s houl d r ead t he J oi nt Pr oxy Stat ement/ Pros pect us car ef ull y when it becomes availabl e bef or e maki ng any voti ng or i nvestm ent decisions . You may obt ai n f ree c opi es of t hes e documents f r om t he SEC’ s websit e at www. sec. gov or f rom MCBH or Marine Products using the sources indicated above. No Offer or Solicitation This pr es ent ati on does not c onstit ut e an offer to sell or t he s olicitati on of an off er to s ubscribe for or buy any sec uriti es or a s olicitati on of any vot e or appr oval wit h r es pect to t h e pr opos ed t r ans acti ons or ot her wise, nor shall t her e be any sal e, i ssuanc e or t ransf er of sec uriti es in any juris dicti on in whic h such off er, s olicitation, or sale woul d be unl awf ul prior to registration or qualification under the securities laws of such jurisdiction.

4 TODAY’S PRESENTERS Brad Nelson Chief Executive Officer and Director Scott Kent Chief Financial Officer

SECOND QUARTER 2026 EARNINGS OVERVIEW DOLLARS PRESENTED IN MILLIONS FINANCIAL RESULTS ABOVE EXPECTATIONS Net sales of $71.8M Net Income of $2.5M 1 Diluted Net Income per share of $0.15 2 Adjusted EBITDA of $7.5M Diluted Adjusted Net Income per share of $0.29 RESILIENT BALANCE SHEET PROVIDES FLEXIBILITY Strong financial position underscored by ~$81M of cash and investments No debt Fully funded strategic growth initiatives SUBSTANTIALLY IMPROVED CHANNEL INVENTORIES Dealer inventories down 25% YoY and 50% from Q2 FY19 Progress led by production discipline and effective dealer support programs Production plan weighted toward second half of fiscal year PREMIUM PRODUCT DRIVING MOMENTUM Successfully launched our premium X24 & X22 at MasterCraft Encouraging early boat show results driven by the new product launches X-series back-half ramp will improve mix profile 1 Income from continuing operations l 2 Diluted Income per share from continuing operations F I S C A L S E C O N D Q U A R T E R 2 0 2 6 R E S U L T S

Net Income of $2.5M, up $2.1M from Q2 FY25 Adjusted EBITDA of $7.5M, up $3.9M from Q2 FY25 Wholesale units of 583, up 5.4% from Q2 FY25 Net sales of $71.8M, up 13.2% from Q2 FY25 Diluted Earnings Per Share of $0.15 per share, up $0.12 per share from Q2 FY25 Adjusted Diluted Net Income of $0.29 per share, up $0.19 per share from Q2 FY25 $0.4 $2.5 $3.5 $7.5 Q2 FY25 Q2 FY26 $0.03 $0.15 $0.10 $0.29 Q2 FY25 Q2 FY26 $55.1 $61.7 $8.3 $10.0 Q2 FY25 Q2 FY26 $63.4 N E T S A L E S ($’s in millions) N E T I N C O M E 1/ E B I T D A ($’s in millions) A D J U S T E D U N I T V O L U M E 400 409 153 174 Q2 FY25 Q2 FY26 553 583 SECOND QUARTER COMPARATIVE RESULTS $71.8 + D I L U T E D S H A R E 2 / D I L U T E D S H A R E 1 Income from continuing operations l 2 Diluted Income per share from continuing operations F I S C A L S E C O N D Q U A R T E R 2 0 2 6 R E S U L T S N E T I N C O M E P E R A D J U S T E D N E T I N C O M E P E R

Net Income of $6.1M, up $4.7M from Q2 FY25 YTD Wholesale units of 1,148, up 4.0% from Q2 FY25 YTD Net sales of $140.8M, up 9.3% from Q2 FY25 YTD Diluted Earnings Per Share of $0.38 per share, up $0.29 per share from Q2 FY25 YTD $1.4 $6.1 $7.4 $14.4 Q2 FY25 YTD Q2 FY26 YTD $0.09 $0.38 $0.22 $0.58 Q2 FY25 YTD Q2 FY26 YTD $110.6 $119.9 $18.1 $20.9 Q2 FY25 YTD Q2 FY26 YTD $128.7 N E T S A L E S ($’s in millions) N E T I N C O M E 1/ E B I T D A ($’s in millions) A D J U S T E D U N I T V O L U M E 774 786 330 362 Q2 FY25 YTD Q2 FY26 YTD 1,104 1,148 SECOND QUARTER YTD COMPARATIVE RESULTS $140.8 D I L U T E D S H A R E 2 / D I L U T E D S H A R E Adjusted Diluted Net Income of $0.58 per share, up $0.36 per share from Q2 FY25 YTD Adjusted EBITDA of $14.4M, up $7.1M from Q2 FY25 YTD + 1 Income from continuing operations l 2 Diluted Income per share from continuing operations 7 F I S C A L S E C O N D Q U A R T E R 2 0 2 6 R E S U L T S N E T I N C O M E P E R A D J U S T E D N E T I N C O M E P E R

CAPITAL ALLOCATION FRAMEWORK RETAIN STRONG FINANCIAL POSITION Maintain healthy balance sheet Ensure adequate liquidity Zero debt INVEST IN LONG-TERM GROWTH Organic Growth: Focused innovation Product line development Internal brand development Complementary Inorganic Growth / M&A: Highly selective and disciplined approach KEY METRICS ($’s in millions) Cash and ST Investments $81.4 Capital Expenditures (TTM) $9.3 Share Repurchases (TTM) $7.6 Revolving Credit Availability $100.0 F I S C A L S E C O N D Q U A R T E R 2 0 2 6 R E S U L T S RETURN EXCESS CASH ($’s in millions) $50M share repurchase program authorized in July 2023 (~$23M available) Returned ~$77M to shareholders since FY21 Maintain flexibility to continue returning excess cash to shareholders

MCBH FY 2026 GUIDANCE Metric (In Millions) FY 2026 Q3 FY 2026 Net Sales ~$75M $300M - $310M Adjusted EBITDA ~$9M $36M - $39M Adj DEPS ~$0.35 $1.45 - $1.60 Capital Expenditures N/A ~$9M F I S C A L S E C O N D Q U A R T E R 2 0 2 6 R E S U L T S

1 0 MASTERCRAFT + MARINE PRODUCTS TO COMBINE

CREATING A DIVERSIFIED PORTFOLIO OF PROVEN RECREATIONAL MARINE BRANDS LEADING BRANDS ACROSS FOUR DISTINCT CATEGORIES Combination of MasterCraft, Crest, Balise, Chaparral, and Robalo More Than Doubles Consumer Reach EXPANDED GEOGRAPHIC COVERAGE AND OFFERINGS Unlocks Growth Opportunities Through Complementary Coastal and Inland Dealer Networks ENHANCED INNOVATION AND MANUFACTURING CAPABILITIES Delivers Differentiated and Innovative New Products While Accelerating New Model Launches ATTRACTIVE FINANCIAL PROFILE Robust Balance Sheet to Drive Growth, Value Creation, and Focused Capital Allocation 1 1M A S T E R C R A F T + M A R I N E P R O D U C T S T O C O M B I N E 1 1

TRANSACTION SUMMARY M A S T E R C R A F T + M A R I N E P R O D U C T S T O C O M B I N E Transaction Structure and Consideration Marine Products shareholders to receive 0.232 MasterCraft Boat Holdings, Inc. shares and $2.43 of cash consideration per Marine Products share owned (represents total cash consideration of $86 million), in a transaction valued at $232.2 million, net of acquired cash Current MCBH shareholders to own 66.5% and current Marine Products shareholders to own 33.5% of the combined company The combined company will continue to trade on the NASDAQ under the ticker MCFT Pro Forma Financials FY 2026 pro forma combined net sales of ~$560 million and adjusted EBITDA of ~$64 million, excluding cost savings and synergies Elimination of Marine Products’ public company costs and corporate overhead totaling approximately $6 million of annual net savings. Management expects to achieve additional operating efficiencies and commercial synergies over time The combination is expected to be accretive to adjusted EPS in Fiscal 2027 Financing MCBH intends to fund the cash portion of the consideration with combined cash on hand. As of December 31, 2025, MCBH and Marine Products had cash and cash equivalents of $81.4 million and $43.5 million, respectively At closing, the pro forma combined balance sheet is expected to reflect a net cash position Governance and Management Following closing, MCBH’s Board of Directors will expand from seven to ten directors and include three new directors Upon completion of the transaction, Roch Lambert will serve as Chair of the Board, Brad Nelson as CEO, and Scott Kent as CFO of the combined company The combined company will be headquartered in Vonore, TN, and will maintain the Chaparral and Robalo operating facilities in Nashville, GA Approvals and Closing The transaction has been unanimously approved by the Board of Directors of both companies and the Special Committee of the Board of Directors for Marine Products Expected to close in the second quarter of calendar 2026 subject to customary closing conditions, including regulatory approvals and the approval of both MasterCraft Boat Holdings, Inc. and Marine Products shareholders

MARINE PRODUCTS: A LEADING MANUFACTURER OF RECREATION AND SPORT FISHING POWERBOATS Sterndrive and Outboard Recreation Boats SSi GTS-Surf OSX Bay Boat Outboard Sport Fishing Boats B R O A D L I N E U P O F F I B E R G L A S S B O A T S SSX Dual Console Center Console One of the largest manufacturers of fiberglass powerboats in the U.S., with leading positions across Chaparral and Robalo brands Highly regarded for innovation with products known for performance, features, function, and value 70+ Awards for Product Excellence and Customer Service 290+ Global Dealers 41 Boat Models 60+ Years Building High- Quality Fiberglass Powerboats O V E R V I E W M A S T E R C R A F T + M A R I N E P R O D U C T S T O C O M B I N E

BRINGING TOGETHER TWO ICONIC, MARKET LEADING AMERICAN RECREATIONAL MARINE COMPANIES ~4,700 ~$540M 500+ ~1,400 5 Annual Units Sold1 Annual Revenue1 Global Dealers2 Employees Brands C O M B I N E D C O M P A N Y B Y T H E N U M B E R S Premium Performance 15 Models 20-25 ft. Length Range $120k - $500k Price Range Sport Fishing 21 Models 18-36 ft. Length Range $40k - $700k Price Range Recreation 20 Models 20-32 ft. Length Range $50k - $500k Price Range Leisure 3 Models 24-26 ft. Length Range $230k - $350k Price Range Leisure 6 Models 18-26 ft. Length Range $40k - $300k Price Range 1 LTM as of 12/31/2025 | 2 As of the most recent fiscal year for each company M A S T E R C R A F T + M A R I N E P R O D U C T S T O C O M B I N E

COMPATIBLE GLOBAL DEALER NETWORKS AND COMMERCIAL ORGANIZATIONS C O M B I N E D U . S . D E A L E R F O O T P R I N T 500+ Global dealers1 in the combined network Expands geographic coverage with complementary network of more than 400 dealers1 across coastal and inland U.S. Enhances customer reach and growth opportunities MCBH Location Marine Products Location 1 As of the most recent fiscal year end for each company M A S T E R C R A F T + M A R I N E P R O D U C T S T O C O M B I N E

S T R E N G T H E N E D P R O F O R M A F O O T P R I N T A N D C A P A B I L I T I E S ENHANCED MANUFACTURING CAPABILITIES WITH ROBUST TECHNOLOGICAL INNOVATION Vonore, TN 310,000 square feet Owosso, MI 270,000 square feet Nashville, GA 1,284,000 square feet Vonore, TN Owosso, MI Nashville, GA Powerful product development and manufacturing platforms to deliver differentiated and innovative new products while accelerating new model launches Improves overall production efficiency and provides operational flexibility for future growth Enhanced scale and capabilities supports more efficient brand investment and enhanced innovation to drive growth. 1.9M Square Feet One of the Largest Single-Site Sport Boat Production Plants in the U.S. 3 Facilities O V E R V I E W O F F A C I L I T I E S M A S T E R C R A F T + M A R I N E P R O D U C T S T O C O M B I N E

ROBUST BALANCE SHEET WILL SUPPORT FINANCIAL FLEXIBILITY $40M - $60M $0 $115M - $135M Cash Total Debt Liquidity Free Cash Flow Positive E X P E C T E D P R O F O R M A F I N A N C I A L S A T C L O S I N G T R A N S A C T I O N F I N A N C I N G O V E R V I E W M A S T E R C R A F T + M A R I N E P R O D U C T S T O C O M B I N E MasterCraft Boat Holdings, Inc. intends to fund the cash portion of the consideration with combined cash on hand As of December 31, 2025, MasterCraft Boat Holdings, Inc. and Marine Products had cash and cash equivalents of $81.4M and $43.5M, respectively The refinancing consists of a 5-year, $75M revolving credit facility with an accordion up to $100M

REALIZING NEAR-TERM COST SAVINGS, WITH OPPORTUNITY TO DRIVE SCALABLE REVENUE AND COST SYNERGIES CORPORATE COST SAVINGS T O T A L I N G ~ $ 6 M I L L I O N A N N U A L N E T S A V I N G S Public Company Costs Corporate Overhead Administrative Expenses M A S T E R C R A F T + M A R I N E P R O D U C T S T O C O M B I N E ADDITIONAL REVENUE AND COST SYNERGIES Combined Innovation Platform Complementary Dealer Network Manufacturing Best Practices Sourcing and Procurement Vertical Integration Opportunities Acceleration of New and Refreshed Products

TRANSFORMATIVE COMBINATION DELIVERING SCALE, INNOVATION, AND GROWTH TO DRIVE SHAREHOLDER VALUE CREATION LEADING BRANDS ACROSS FOUR DISTINCT CATEGORIES Combination of MasterCraft, Crest, Balise, Chaparral, and Robalo More Than Doubles Consumer Reach ENHANCED INNOVATION AND MANUFACTURING CAPABILITIES Delivers Differentiated and Innovative New Products While Accelerating New Model Launches ATTRACTIVE FINANCIAL PROFILE Robust Balance Sheet to Drive Growth, Value Creation, and Focused Capital Allocation EXPANDED GEOGRAPHIC COVERAGE AND OFFERINGS Unlocks Growth Opportunities Through Complementary Coastal and Inland Dealer Networks 1 9M A S T E R C R A F T + M A R I N E P R O D U C T S T O C O M B I N E M A S T E R C R A F T + M A R I N E P R O D U C T S T O C O M B I N E

2 0 APPENDIX

SECOND QUARTER ADJUSTED EBITDA RECONCILIATION 1 Represents amounts paid for legal fees and recruiting costs associated with the CEO and CFO transitions, as well as non-recurring severance costs incurred as part of the Company’s strategic organizational realignment undertaken in connection with the transitions | 2 Represents consulting costs incurred in connection with the ERP system implementation | 3 Represents non-recurring third-party costs associated with business development activities, and consulting costs related to the Marine Products transaction A P P E N D I X The following table sets forth a reconciliation of income from continuing operations as determined in accordance with U.S. GAAP to EBITDA and adjusted EBITDA and income from continuing operations margin to EBITDA margin and adjusted EBITDA margin (each expressed as a percentage of net sales) for the periods indicated: (Dollars in thousands) Q2 FY26 % of sales Q2 FY25 % of sales Income from continuing operations $ 2,488 3.5% $ 426 0.7% Income tax expense 871 275 Interest expense 87 182 Interest income (727) (697) Depreciation and amortization 2,439 2,382 EBITDA $ 5,158 7.2% $ 2,568 4.1% Share-based compensation 1,005 844 Senior leadership transition and organizational realignment costs(1) 98 114 ERP implementation costs(2) 493 - Business development and consulting costs(3) 700 - Adjusted EBITDA $ 7,454 10.4% $ 3,526 5.6%

SECOND QUARTER YTD ADJUSTED EBITDA RECONCILIATION 1 Represents amounts paid for legal fees and recruiting costs associated with the CEO and CFO transitions, as well as non-recurring severance costs incurred as part of the Company’s strategic organizational realignment undertaken in connection with the transitions | 2 Represents consulting costs incurred in connection with the ERP system implementation | 3 Represents non-recurring third-party costs associated with business development activities, and consulting costs related to the Marine Products transaction A P P E N D I X The following table sets forth a reconciliation of income from continuing operations as determined in accordance with U.S. GAAP to EBITDA and adjusted EBITDA and income from continuing operations margin to EBITDA margin and adjusted EBITDA margin (each expressed as a percentage of net sales) for the periods indicated: (Dollars in thousands) FY26 % of sales FY25 % of sales Income from continuing operations $ 6,144 4.4% $ 1,442 1.1% Income tax expense 1,762 468 Interest expense 88 1,169 Interest income (1,497) (1,889) Depreciation and amortization 4,478 4,456 EBITDA $ 10,975 7.8% $ 5,646 4.4% Share-based compensation 1,795 1,274 Senior leadership transition and organizational realignment costs(1) 196 448 ERP implementation costs(2) 493 - Business development and consulting costs(3) 968 - Adjusted EBITDA $ 14,427 10.2% $ 7,368 5.7%

2 3 A P P E N D I X SECOND QUARTER ADJUSTED NET INCOME RECONCILIATION The following table sets forth a reconciliation of income from continuing operations as determined in accordance with U.S. GAAP to adjusted net income for the periods indicated: 1 Represents amounts paid for legal fees and recruiting costs associated with the CEO and CFO transitions, as well as non-recurring severance costs incurred as part of the Company’s strategic organizational realignment undertaken in connection with the transitions | 2 Represents consulting costs incurred in connection with the ERP system implementation | 3 Represents non-recurring third-party costs associated with business development activities, and consulting costs related to the Marine Products transaction | 4 For fiscal 2026 and 2025, income tax expense reflects an income tax rate of 23.0% and 20.0%, respectively | 5 Represents the Weighted Average Shares used for the computation of Basic and Diluted earnings per share as presented on the Consolidated Statements of Operations to calculate Adjusted Net Income per diluted share for all periods presented herein (Dollars in thousands, except per share and share amounts) Q2 FY26 Q2 FY25 Income from continuing operations $ 2,488 $ 426 Income tax expense 871 275 Amortization of acquisition intangibles 450 450 Share-based compensation 1,005 844 Senior leadership transition and organizational realignment costs (1) 98 114 ERP implementation costs(2) 493 - Business development and consulting costs(3) 700 - Adjusted Net Income before income taxes $ 6,105 $ 2,109 Adjusted income tax expense(4) 1,404 422 Adjusted Net Income $ 4,701 $ 1,687 Adjusted Net Income per common share Basic Diluted $0.29 $0.29 $0.10 $0.10 Weighted average shares used for the computation of:(5) Basic Adjusted net income per share 16,128,510 16,454,776 Diluted Adjusted net income per share 16,238,917 16,543,502

2 4 A P P E N D I X SECOND QUARTER YTD ADJUSTED NET INCOME RECONCILIATION The following table sets forth a reconciliation of income from continuing operations as determined in accordance with U.S. GAAP to adjusted net income for the periods indicated: 1 Represents amounts paid for legal fees and recruiting costs associated with the CEO and CFO transitions, as well as non-recurring severance costs incurred as part of the Company’s strategic organizational realignment undertaken in connection with the transitions | 2 Represents consulting costs incurred in connection with the ERP system implementation | 3 Represents non-recurring third-party costs associated with business development activities, and consulting costs related to the Marine Products transaction | 4 For fiscal 2026 and 2025, income tax expense reflects an income tax rate of 23.0% and 20.0%, respectively | 5 Represents the Weighted Average Shares used for the computation of Basic and Diluted earnings per share as presented on the Consolidated Statements of Operations to calculate Adjusted Net Income per diluted share for all periods presented herein (Dollars in thousands, except per share and share amounts) FY26 FY25 Income from continuing operations $ 6,144 $ 1,442 Income tax expense 1,762 468 Amortization of acquisition intangibles 900 900 Share-based compensation 1,795 1,274 Senior leadership transition and organizational realignment costs (1) 196 448 ERP implementation costs(2) 493 - Business development and consulting costs(3) 968 - Adjusted Net Income before income taxes $ 12,258 $ 4,532 Adjusted income tax expense(4) 2,819 906 Adjusted Net Income $ 9,439 $ 3,626 Adjusted Net Income per common share Basic Diluted $0.58 $0.58 $0.22 $0.22 Weighted average shares used for the computation of:(5) Basic Adjusted net income per share 16,153,072 16,499,858 Diluted Adjusted net income per share 16,247,157 16,499,858

2 5 A P P E N D I X SECOND QUARTER ADJUSTED NET INCOME PER SHARE RECONCILIATION The following table sets forth a reconciliation of income from continuing operations per diluted share as determined in accordance with U.S. GAAP to adjusted net income per diluted share for the periods indicated: Q2 FY26 Q2 FY25 Income from continuing operations per diluted share $ 0.15 $ 0.03 Impact of adjustments: Income tax expense 0.05 0.02 Amortization of acquisition intangibles 0.03 0.03 Share-based compensation 0.06 0.05 Senior leadership transition and organizational realignment costs(1) 0.01 - ERP implementation costs(2) 0.03 - Business development and consulting costs(3) 0.04 - Adjusted Net Income per diluted share before income taxes $ 0.37 $ 0.13 Impact of adjusted income tax expense on net income per diluted share before income taxes(4) (0.08) (0.03) Adjusted Net Income per diluted share $ 0.29 $ 0.10 1 Represents amounts paid for legal fees and recruiting costs associated with the CEO and CFO transitions, as well as non-recurring severance costs incurred as part of the Company’s strategic organizational realignment undertaken in connection with the transitions | 2 Represents consulting costs incurred in connection with the ERP system implementation | 3 Represents non-recurring third-party costs associated with business development activities, and consulting costs related to the Marine Products transaction | 4 For fiscal 2026 and 2025, income tax expense reflects an income tax rate of 23.0% and 20.0%, respectively

2 6 A P P E N D I X SECOND QUARTER YTD ADJUSTED NET INCOME PER SHARE RECONCILIATION The following table sets forth a reconciliation of income from continuing operations per diluted share as determined in accordance with U.S. GAAP to adjusted net income per diluted share for the periods indicated: FY26 FY25 Income from continuing operations per diluted share $ 0.38 $ 0.09 Impact of adjustments: Income tax expense 0.11 0.03 Amortization of acquisition intangibles 0.06 0.06 Share-based compensation 0.11 0.08 Senior leadership transition and organizational realignment costs(1) 0.01 0.03 ERP implementation costs(2) 0.03 - Business development and consulting costs(3) 0.06 - Adjusted Net Income per diluted share before income taxes $ 0.76 $ 0.29 Impact of adjusted income tax expense on net income per diluted share before income taxes(4) (0.18) (0.07) Adjusted Net Income per diluted share $ 0.58 $ 0.22 1 Represents amounts paid for legal fees and recruiting costs associated with the CEO and CFO transitions, as well as non-recurring severance costs incurred as part of the Company’s strategic organizational realignment undertaken in connection with the transitions | 2 Represents consulting costs incurred in connection with the ERP system implementation | 3 Represents non-recurring third-party costs associated with business development activities, and consulting costs related to the Marine Products transaction | 4 For fiscal 2026 and 2025, income tax expense reflects an income tax rate of 23.0% and 20.0%, respectively

2 7 A P P E N D I X SECOND QUARTER YTD FREE CASH FLOW RECONCILIATION The following table presents the reconciliation of net cash flow by operating activities of continuing operations to Free Cash Flow for the periods presented: ($ in thousands) FY26 FY25 Net cash provided by operating activities of continuing operations $ 8,581 $ 13,437 Less: Purchases of property, plant and equipment (4,708) (4,594) Free cash flow $ 3,873 $ 8,843