Form 4: Marcus Corporation Officer Sells Over 5,000 Shares Under Pre-Arranged Plan
Insider Transaction Report
Mark A. Gramz, President of Marcus Theatres Corp, a subsidiary of The Marcus Corporation, reported the sale of 5,138.8942 shares of common stock at $8.3297 per share, executed under a Rule 10b5-1 trading plan.
Summary
- Mark A. Gramz, President of Marcus Theatres Corp and an officer of The Marcus Corporation (MCS), reported a transaction on May 15, 2025.
- He sold 5,138.8942 shares of The Marcus Corporation common stock at a price of $8.3297 per share.
- This transaction was conducted under a pre-arranged Rule 10b5-1 trading plan, indicating it was scheduled in advance.
- Following this sale, Mr. Gramz directly beneficially owns 35,761 shares of common stock.
- Mr. Gramz also holds a total of 53,190 derivative securities in the form of stock options, with exercise prices ranging from $12.71 to $41.90.
- These stock options have various expiration dates, from July 29, 2024, to March 7, 2033.
- The options are subject to two different vesting schedules: some vest 40% after 2 years, 60% after 3, 80% after 4, and 100% after 5 years; others vest 50% after 2 years, 75% after 3, and 100% after 4 years.
Sentiment
Score: 5
Explanation: The sentiment is neutral. While an insider sale can sometimes be viewed negatively, the explicit mention of a Rule 10b5-1 plan indicates a pre-scheduled transaction, which typically mitigates concerns about the insider's immediate view of the company's prospects.
Positives
- The transaction was executed under a Rule 10b5-1 trading plan, which suggests the sale was pre-scheduled and not necessarily based on new, negative material information.
- The officer retains a substantial direct beneficial ownership of 35,761 common shares and a significant portfolio of 53,190 stock options, maintaining alignment with shareholder interests.
Negatives
- An insider selling shares, even under a pre-arranged plan, can sometimes be perceived negatively by the market as it reduces the insider's direct equity stake in the company.
Risks
- The document itself does not detail company-specific risks beyond the reported transaction. The primary risk related to this filing is the potential for market misinterpretation of insider selling, which could lead to short-term share price volatility.
Future Outlook
NA
Industry Context
This filing is a routine insider transaction report and does not provide information for broader industry trend analysis or competitive positioning.
Stakeholder Impact
- Shareholders: The sale of shares by an officer could be interpreted by some shareholders as a lack of confidence, although the pre-arranged 10b5-1 plan mitigates this. It slightly reduces the officer's direct equity alignment with shareholders.
Key Dates
| Date | Description |
|---|---|
| 07/29/2024 | Expiration date for 700 stock options with an exercise price of $18.34. |
| 05/15/2025 | Date of common stock transaction (sale). |
| 06/24/2025 | Signature date of the reporting person's attorney-in-fact. |
| 07/28/2025 | Expiration date for 3,500 stock options with an exercise price of $20.26. |
| 02/28/2026 | Expiration date for 2,040 stock options with an exercise price of $18.68. |
| 02/28/2027 | Expiration date for 3,500 stock options with an exercise price of $31.20. |
| 02/27/2028 | Expiration date for 3,500 stock options with an exercise price of $27.00. |
| 02/26/2029 | Expiration date for 3,500 stock options with an exercise price of $41.90. |
| 02/25/2030 | Expiration date for 3,500 stock options with an exercise price of $28.88. |
| 05/08/2030 | Expiration date for 1,750 stock options with an exercise price of $12.71. |
| 03/09/2031 | Expiration date for 4,200 stock options with an exercise price of $21.84. |
| 03/08/2032 | Expiration date for 3,500 stock options with an exercise price of $17.04. |
| 03/07/2033 | Expiration date for 27,500 stock options with an exercise price of $15.99. |
Keywords
SEC Form 4, Insider Trading, Stock Sale, Officer Transaction, The Marcus Corporation, MCS, Mark A. Gramz, Rule 10b5-1, Common Stock, Stock Options, Beneficial Ownership
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