MarineMax (HZO) Proxy filing summary

Executive summary

• Entered into a definitive agreement for Safe Harbor Marinas, backed by Blackstone Infrastructure Partners, to acquire all outstanding shares for $53.00 per share in cash, valuing the company at approximately $1.5 billion.

• The purchase price represents a 96% premium to the closing share price on January 30, 2026, and a 113% premium to the 90-day volume weighted average price.

• The transaction was unanimously approved by the board after a competitive strategic review with independent advisors.

• Expected to close by the end of calendar year 2026, subject to regulatory and shareholder approvals.

• Upon closing, the company will become privately held and its stock will be delisted from the NYSE.

Voting matters and shareholder proposals

• Shareholders will vote on the proposed acquisition at a special meeting; board recommends voting in favor.

• Proxy materials and instructions for voting will be filed with the SEC and distributed to shareholders.

Board of directors and corporate governance

• The board conducted a thorough, competitive strategic review process with management and independent advisors.

• The board unanimously concluded the transaction is in the best interests of shareholders.

• Management team is expected to remain in place post-transaction.