SEC Form 4 · accession 0001140361-18-034538
MARCUS CORP · MCS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gregory S Marcus
Officer — President and CEO
Period of report
Jul 27, 2018
Accepted (ET)
Jul 31, 2018 · 4:12 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000062234
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jul 27, 2018 | M | 100,000 | $15.59 | A | 227,741 | D | |
| Common Stock | Jul 27, 2018 | F | 25,558 | $36.60 | D | 202,183 | D | |
| Common StockF1 | Jul 27, 2018 | S | 40,000 | $36.5134 | D | 162,183 | D | |
| Common StockF2 | holding | — | — | — | 75 | I | As custodian | |
| Common StockF3 | holding | — | — | — | 7,446 | I | By 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy) (granted 7/29/08)F4 | $15.59 | Jul 27, 2018 | M | 100,000 | D | — | Jul 29, 2018 | Common Stock | 100,000 | 0 | D |
| Stock Option (right to buy) (granted 7/28/09)F4 | $13.34 | holding | — | — | — | — | Jul 28, 2019 | Common Stock | 55,000 | 55,000 | D |
| Stock Option (right to buy) (granted 7/27/10)F4 | $11.89 | holding | — | — | — | — | Jul 27, 2020 | Common Stock | 60,000 | 60,000 | D |
| Stock Option (right to buy) (granted 7/26/11)F4 | $10.00 | holding | — | — | — | — | Jul 26, 2021 | Common Stock | 60,000 | 60,000 | D |
| Stock Option (right to buy) (granted 7/31/12)F4 | $13.12 | holding | — | — | — | — | Jul 31, 2022 | Common Stock | 52,000 | 52,000 | D |
| Stock Option (right to buy) (granted 7/30/13)F4 | $13.04 | holding | — | — | — | — | Jul 30, 2023 | Common Stock | 57,500 | 57,500 | D |
| Stock Option (right to buy) (granted 7/29/14)F4 | $18.34 | holding | — | — | — | — | Jul 29, 2024 | Common Stock | 49,500 | 49,500 | D |
| Stock Option (right to buy) (granted 7/28/15)F4 | $20.26 | holding | — | — | — | — | Jul 28, 2025 | Common Stock | 44,100 | 44,100 | D |
| Stock Option (right to buy) (granted 3/1/16)F4 | $18.68 | holding | — | — | — | — | Mar 1, 2026 | Common Stock | 28,500 | 28,500 | D |
| Stock Option (right to buy) (granted 2/28/17)F4 | $31.20 | holding | — | — | — | — | Feb 28, 2027 | Common Stock | 40,000 | 40,000 | D |
| Stock Option (right to buy) (granted 2/27/18)F4 | $27.00 | holding | — | — | — | — | Feb 27, 2028 | Common Stock | 75,000 | 75,000 | D |
| Class B Common StockF5,F6,F7 | — | holding | — | — | — | — | — | Common Stock | 191,056 | 191,056 | D |
| Class B Common StockF8,F5,F6,F7 | — | holding | — | — | — | — | — | Common Stock | 10,786 | 10,786 | I |
| Class B Common StockF9,F5,F6,F7 | — | holding | — | — | — | — | — | Common Stock | 8,388 | 8,388 | I |
| Class B Common StockF5,F6,F7 | — | holding | — | — | — | — | — | Common Stock | 18,233 | 18,233 | I |
Explanation of responses
- F1The price in Column 4 is a weighted average price. The prices actually received ranged from $36.40 to $36.90. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price.
- F2As sole custodian of the Alexandra Marcus U/WI/UTMA.
- F3Balance reflects the most current data available with regard to the reporting person's holdings in the 401(k) Plan.
- F4The options originally granted vest and become exercisable as follows: 40% after 2nd anniversary of the date of grant; 60% after 3rd anniversary; 80% after 4th anniversary; and 100% after 5 years.
- F5This security is convertible into common stock on a 1-for-1 basis at no cost.
- F6This security is immediately exercisable.
- F7No expiration date.
- F8As sole custodian of the Alexandra Marcus U/WI/UTMA, the Michael Marcus U/WI/UTMA, and the Samantha Marcus U/WI/UTMA.
- F9As trustee of the Gabriella Marcus Trust, the Daniella Marcus Trust and the Jessica Marcus Trust.