Amendment: Director Milstein Philip L was granted 1,391 shares, increasing direct ownership by 2% to 79,149 units (SEC Form 4)
$MCS
Movies/Entertainment
Consumer Discretionary
| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Issuer Name and Ticker or Trading Symbol
MARCUS CORP [ MCS ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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| 2a. Foreign Trading Symbol
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| 3. Date of Earliest Transaction
(Month/Day/Year) 05/21/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 4. If Amendment, Date of Original Filed
(Month/Day/Year) 05/26/2026 |
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 05/21/2026 | A(1) | 1,391 | A | $17.97 | 79,149 | D | |||
| Common Stock | 10,244 | I | As trustee for PLM Foundation(2) | |||||||
| Common Stock | 124,111 | I | As trustee for PLM Foundation(2) | |||||||
| Common Stock | 8,100 | I | As trustee for PLM Foundation(2) | |||||||
| Common Stock | 2,000 | I | As trustee for PLM Foundation(2) | |||||||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (Right to Buy)(3) | $31.55 | 12/29/2016 | 12/29/2026 | Common Stock | 1,000 | 1,000 | D | ||||||||
| Stock Option (Right to Buy)(3) | $27.2 | 12/28/2017 | 12/28/2027 | Common Stock | 1,000 | 1,000 | D | ||||||||
| Stock Option (Right to Buy)(3) | $38.51 | 12/27/2018 | 12/27/2027 | Common Stock | 1,000 | 1,000 | D | ||||||||
| Stock Option (Right to Buy)(3) | $32.6 | 12/26/2019 | 12/26/2029 | Common Stock | 1,000 | 1,000 | D | ||||||||
| Stock Option (Right to Buy)(3) | $17.95 | 12/30/2021 | 12/30/2031 | Common Stock | 750 | 750 | D | ||||||||
| Stock Option (Right to Buy)(3) | $14.25 | 12/28/2022 | 12/29/2032 | Common Stock | 1,438(4) | 1,438 | D | ||||||||
| Stock Option (Right to Buy)(3) | $14.69 | 12/28/2023 | 12/28/2033 | Common Stock | 1,455 | 1,455 | D | ||||||||
| Explanation of Responses: |
| 1. Granted by Issuer in consideration of service as a director. |
| 2. The undersigned disclaims any beneficial interest in shares owned by his wife, children, held by him as trustee for PLM Foundation, or held by him as co-trustee for SVM Foundation. |
| 3. Granted pursuant to The Marcus Corporation 2004 Equity and Incentive Awards Plan. |
| 4. Amending solely to correct previously reported Underlying Securities reported in dollars to be reported in shares. |
| /s/ Steven R. Barth, Attorney-in-Fact for Philip L. Milstein | 05/27/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 4: SEC 1474 (03-26) | ||