Form 8-K

8-K — MasterCraft Boat Holdings, Inc.

Accession: 0001193125-26-420504

Filed: 2026-10-13

Period: 2026-10-13

CIK: 0001638290

SIC: 3730 (SHIP & BOAT BUILDING & REPAIRING)

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — d183389d8k.htm (Primary)

EX-99.1 (d183389dex991.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: d183389d8k.htm · Sequence: 1

8-K

false 0001638290 0001638290 2026-10-13 2026-10-13

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): October 13, 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 8.01 Other Events.

As reported in a Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on May 15, 2026, as amended by a Current Report on Form 8-K/A filed with the SEC on June 12, 2026, MasterCraft Boat Holdings, Inc., a Delaware corporation (the “Company”), completed the transactions (the “Transactions”) contemplated by that certain Agreement and Plan of Merger, dated as of February 5, 2026, by and among the Company, Titan Merger Sub 1, Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company (“Merger Sub 1”), Titan Merger Sub 2, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of the Company (“Merger Sub 2”), and Marine Products Corporation, a Delaware corporation (“Marine Products”), whereby (i) Merger Sub 1 merged with and into Marine Products (the “First Merger”), with Marine Products surviving the First Merger as a direct wholly owned subsidiary of the Company, and (ii) immediately following the First Merger, Marine Products merged with and into Merger Sub 2 (the “Second Merger”), with Merger Sub 2 surviving the Second Merger as a wholly owned subsidiary of the Company. This Current Report on Form 8-K is being filed to provide certain unaudited pro forma combined financial statements of the Company for the fiscal year ended June 30, 2026 so that such financial statements are available to be incorporated into any future registration statements (or amendments thereto). A pro forma balance sheet is not presented as of the fiscal year ended June 30, 2026, as the Company’s most recent balance sheet already reflects the Transactions. This Current Report on Form 8-K should be read in connection with the Company’s May 15, 2026 and June 12, 2026 filings referenced above, which together provide a more complete description of the Transactions.

Item 9.01 Financial Statements and Exhibits.

(b) Pro forma financial information

The unaudited pro forma condensed combined statement of operations for the fiscal year ended June 30, 2026 is furnished with this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein.

(d) Exhibits

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

Exhibit

No.

Description

99.1

Unaudited Pro Forma Condensed Combined Statement of Operations for the fiscal year ended June 30, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

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: October 13, 2026

By:

/s/ W. SCOTT KENT

W. Scott Kent

Chief Financial Officer

EX-99.1

Filename: d183389dex991.htm · Sequence: 2

EX-99.1

Exhibit 99.1

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

On February 5, 2026, MasterCraft Boat Holdings, Inc., a Delaware corporation (“MasterCraft”), Merger Sub 1, Merger Sub 2, and

Marine Products Corporation, a Delaware corporation (“Marine Products”) entered into the merger agreement. Pursuant to the merger agreement, on May 15, 2026, before the market opened, Merger Sub 1 merged with and into Marine

Products, with Marine Products surviving as a wholly owned subsidiary of MasterCraft. Immediately after the first merger, Marine Products merged with and into Merger Sub 2, with Merger Sub 2 surviving the second merger as a wholly owned subsidiary

of MasterCraft. Concurrently, with the execution of the merger agreement, on February 5, 2026, MasterCraft entered into certain ancillary agreements (as defined and further described in Note 1). The transactions contemplated in connection with

the merger agreement, including the mergers, are referred to herein as the “transactions” and the consummation of the transactions is referred to as the “closing”.

The following unaudited pro forma condensed combined financial information (“unaudited pro forma financial information”) of

MasterCraft has been prepared in accordance with Article 11 of Regulation S-X and gives pro forma effect to the mergers, and includes adjustments intended to illustrate the estimated pro forma effects of the

mergers, which we refer to as the “Transaction Accounting Adjustments”.

The unaudited pro forma condensed combined

statement of operations for the year ended June 30, 2026, give effect to the mergers as if they were consummated on July 1, 2025. The unaudited pro forma condensed combined statement of operations for the year ended June 30, 2026,

combines the consolidated statement of operations of MasterCraft for the year ended June 30, 2026, and the consolidated statement of operations of Marine Products for the ten and one-half months ended

May 14, 2026.

The unaudited pro forma financial information contained herein does not give effect to any historical financial

results of MasterCraft following June 30, 2026.

The unaudited pro forma financial information should be read in conjunction with the

following:

•

The accompanying notes to the unaudited pro forma condensed combined financial information; and

•

The consolidated financial statements of MasterCraft as of and for the year ended June 30, 2026, and the

related notes, as included in MasterCraft’s Annual Report on Form 10-K as filed with the SEC on September 10, 2026;

•

The unaudited consolidated financial statements of Marine Products as of and for the three months ended

March 31, 2026, and the related notes, as included in Marine Products’ Quarterly Report on Form 10-Q as filed with the SEC on May 8, 2026;

•

The audited consolidated financial statements of Marine Products as of and for the year ended December 31,

2025, and the related notes, as included in Marine Products’ Annual Report on Form 10-K as filed with the SEC on February 27, 2026.

The unaudited pro forma financial information is presented for informational purposes only and is not necessarily indicative of the operating

results or financial position that would have been achieved had the mergers been consummated on the dates indicated or that the combined company may achieve in future periods. The Transaction Accounting Adjustments represent management’s best

estimates and are based upon currently available information and certain assumptions that management believes are reasonable and supportable. As the unaudited pro forma financial information has been prepared based on these assumptions, the final

amounts recorded may differ materially from the information presented herein. Further, the unaudited pro forma financial information does not reflect any operating synergies, dis-synergies, or cost savings

that may result from the mergers.

MASTERCRAFT BOAT HOLDINGS, INC.

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS

FOR THE TWELVE MONTHS ENDED JUNE 30, 2026

MasterCraft

Marine

Products

MasterCraft

(Dollar amounts in thousands, except share and per share data)

(Historical)

(Reclassified)

(Note 3)

Transaction

Accounting

Adjustments

(Note 5)

Pro Forma

Combined

NET SALES

348,903

216,896

—

565,799

COST OF SALES

269,124

182,218

1,412

(a)

452,754

GROSS PROFIT

79,779

34,678

(1,412

)

113,045

OPERATING EXPENSES:

Selling and marketing

12,854

6,143

—

18,997

General and administrative

53,305

34,053

146

(b)

87,504

Amortization of other intangible assets

4,684

—

1,989

(c)

6,673

Impairments

10,050

—

10,050

Total operating expenses

80,893

40,196

2,135

123,224

OPERATING LOSS

(1,114

)

(5,518

)

(3,547

)

(10,179

)

OTHER INCOME (EXPENSE):

Interest expense

(215

)

—

(215

)

Interest income

2,747

1,298

—

4,045

Loss on extinguishment of debt

(71

)

—

(71

)

INCOME (LOSS) BEFORE INCOME TAX EXPENSE

1,347

(4,220

)

(3,547

)

(6,420

)

INCOME TAX EXPENSE (BENEFIT)

2,948

1,481

(812

)

(d)

3,617

LOSS FROM CONTINUING OPERATIONS

(1,601

)

(5,701

)

(2,735

)

(10,037

)

LOSS PER SHARE (Note 5(e)):

Basic

Continuing operations

(0.09

)

(0.40

)

Diluted

Continuing operations

(0.09

)

(0.40

)

WEIGHTED AVERAGE SHARES USED FOR COMPUTATION OF (Note 5(e)):

Basic loss per share

17,162,850

25,251,021

Diluted loss per share

17,162,850

25,251,021

The accompanying notes are an integral part of this unaudited pro forma condensed combined financial

information.

MASTERCRAFT BOAT HOLDINGS, INC.

NOTES TO THE UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

(in thousands, except shares and per share amounts)

Note 1 – Description of the Transactions

Mergers

On February 5, 2026,

MasterCraft entered into the merger agreement to acquire all of the issued and outstanding equity securities of Marine Products through the mergers. The merger agreement, among other things, provides for the combination of MasterCraft and Marine

Products in a stock-and-cash transaction. As part of the first merger, on May 15, 2026, before the market opened, Merger Sub 1 merged with and into Marine

Products, with Marine Products surviving as a wholly owned subsidiary of MasterCraft. Immediately after the first merger, Marine Products merged with and into Merger Sub 2 as part of the second merger, with Merger Sub 2 surviving as a wholly owned

subsidiary of MasterCraft.

Upon the terms and conditions of the merger agreement, at the effective time of the first merger, which we

refer to as the “effective time”, each share of Marine Products common stock, par value $0.10 per share, converted into the right to receive 0.232 shares, which we refer to as the “stock consideration”, of

MasterCraft common stock, par value $0.01 per share, and $2.43 in cash, without interest, which we refer to as the “cash consideration”. Together, the cash consideration and the stock consideration are referred to as the

“merger consideration”.

Treatment of Marine Products Equity Awards

Additionally, immediately prior to the first effective time, each outstanding Marine Products restricted stock award, which we refer to as a

“Marine Products RSAs”, accelerated and vested in full and was treated in the same manner as shares of Marine Products common stock for purposes of receiving the merger consideration, except that Marine Products RSAs awarded in

2026 and held by employees who continue with the combined company following the closing date, which we refer to as the “Assumed RSAs”, were converted into (i) the cash consideration for each share of Marine Products

restricted stock subject to such Assumed RSAs and (ii) MasterCraft RSAs corresponding to a number of shares of MasterCraft common stock equal to the product of (x) the number of shares of Marine Products restricted stock subject to such

Assumed RSA and (y) the stock consideration. The MasterCraft RSAs have the same time-vesting restrictions as the existing Marine Products RSAs, provided that the Assumed RSAs also include double-trigger change-in-control vesting provisions following the mergers. In addition, each unvested Marine Products performance stock unit, which we refer to as a “Marine

Products PSU”, with an incomplete performance period as of the closing date vested based on “target” performance and was treated in the same manner as shares of Marine Products common stock for purposes of receiving the merger

consideration, while each unvested Marine Products PSU with a completed performance period as of the closing date vested based on “actual” performance and was treated in the same manner as shares of Marine Products common stock for

purposes of receiving the merger consideration.

Ancillary Agreements

Concurrently with the execution of the merger agreement, on February 5, 2026, MasterCraft entered into (i) the voting agreement,

(ii) the stockholders agreement, as amended, and (iii) the registration rights agreement. These ancillary agreements do not impact the unaudited pro forma financial information and therefore pro forma adjustments for these agreements are

not reflected herein.

Note 2 – Basis of Presentation

The unaudited pro forma financial information was prepared in accordance with Article 11 of Regulation

S-X. The unaudited pro forma combined statement of operations for the year ended June 30, 2026, give effect to the mergers as if they had been completed on July 1, 2025.

The historical consolidated financial statements of MasterCraft and the historical consolidated financial statements of Marine Products were

prepared in accordance with U.S. GAAP and presented in U.S. dollars. The preparation of the unaudited pro forma financial information was based upon MasterCraft’s historical fiscal year end, which ended on June 30. Marine Products’

fiscal year ends on December 31. Given the difference between MasterCraft’s historical fiscal year end and Marine Products’ fiscal year end is more than one quarter, the historical statement of operations information of Marine Products

has been adjusted to align with the fiscal year end of MasterCraft in order to prepare the unaudited pro forma combined statement of operations.

For purposes of the unaudited pro forma condensed combined statement of operations for the

year ended June 30, 2026, the historical consolidated statement of operations of MasterCraft for the year ended June 30, 2026, has been combined with the historical consolidated statement of operations of Marine Products for the ten and one-half months from July 1, 2025, to May 14, 2026 (i.e., the ten and one-half months ended May 14, 2026). Refer to Note 3 for further details of the fiscal

year alignment.

Additionally, as discussed in Note 3, certain reclassifications were made to conform the historical presentation of

Marine Products consolidated financial statements to that of MasterCraft’s financial statement presentation. The accounting policies used in the preparation of the unaudited pro forma financial information are those set out in

MasterCraft’s audited financial statements for the year ended June 30, 2026. Following the completion of the mergers, MasterCraft conducted a comprehensive review of Marine Products’ accounting policies, and as a result of that

review, MasterCraft did not identify any material differences, and accordingly, no adjustments to conform policies have been reflected in the unaudited pro forma financial information.

The unaudited pro forma financial information reflects the pro forma effect of the mergers using the acquisition method of accounting in

accordance with Accounting Standards Codification (“ASC”) Topic 805, Business Combinations (“ASC 805”), with MasterCraft as the accounting acquirer, using the fair value concepts defined in ASC Topic 820,

Fair Value Measurement, and is based on the historical financial statements of MasterCraft and Marine Products. Refer to Note 4 for additional information regarding the accounting treatment and preliminary purchase price allocation.

The unaudited pro forma financial information is presented for informational purposes only and is not necessarily indicative of the operating

results or financial position that would have been achieved had the mergers been consummated on the dates indicated or that the combined company may achieve in future periods. The unaudited pro forma financial information does not reflect any

anticipated synergies or dis-synergies, operating efficiencies or cost savings that may result from the mergers, or any integration costs that may be incurred. The Transaction Accounting Adjustments are based

upon the purchase price allocation included in our audited financial statements in our Annual Report on Form 10-K for the year ended June 30, 2026. As the unaudited pro forma financial information has

been prepared based on these assumptions, the final amounts recorded may differ materially from the information presented herein.

Note 3 –

Fiscal Year End Alignment and Financial Statement Line Item Reclassification Adjustments

Fiscal year end alignment and financial

statement line item reclassification adjustments have been made to conform Marine Products’ historical financial statement presentation to MasterCraft’s financial statement presentation in the unaudited pro forma combined statement of

operations.

Unaudited Pro Forma Condensed Combined Statement of Operations for the Year Ended June 30, 2026

Fiscal Year End Alignment

The historical consolidated statement of operations information of Marine Products for the ten and

one-half months ended May 14, 2026, has been derived as follows:

(Dollar amounts in thousands)

Year Ended

December 31, 2025

(Historical)

Less: Six Months

Ended

June 30, 2025

(Historical)

Plus: Four and One-

Half Months Ended

May 14, 2026

(Historical)

Ten and One-Half

Months Ended

May 14, 2026

(1)

(Historical Aligned)

Net sales

244,419

126,700

99,177

216,896

Cost of goods sold

197,644

102,838

83,259

178,065

Gross profit

46,775

23,862

15,918

38,831

Selling, general and administrative expenses

32,747

16,438

17,752

34,061

Merger related costs

—

10,288

Operating income (loss)

14,028

7,424

(12,122

)

(5,518

)

Interest income, net

1,737

918

479

1,298

Income (loss) before income taxes

15,765

8,342

(11,643

)

(4,220

)

Income tax provision (benefit)

4,382

1,974

(927

)

1,481

Net income (loss)

11,383

6,368

(10,716

)

(5,701

)

(1)

The historical consolidated statement of operations of Marine Products for the ten and one-half months ended May 14, 2026, was derived from (i) Marine Products’ consolidated statement of operations for the year ended December 31, 2025, as presented in its Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the SEC on February 27, 2026, less (ii) Marine Products’ consolidated statement of operations for the six months ended June 30,

2025, as presented in its Quarterly Report on Form 10-Q for the six months ended June 30, 2025, as filed with the SEC on July 24, 2025, plus (iii) Marine Products’ consolidated statement

of operations for the four and one-half months ended May 14, 2026, consisting of Marine Products’ statement of operations, as presented in its Quarterly Report on Form

10-Q for the three months ended March 31, 2026, as filed with the SEC on May 8, 2026, plus Marine Products’ unaudited consolidated statement of operations for the one and one-half months ended May 14, 2026.

Reclassification Adjustments

The following table presents a summary of reclassification adjustments to conform Marine Products’ historical consolidated statement of

operations information for the ten and one-half months ended May 14, 2026, with MasterCraft’s historical consolidated statement of operations presentation for the year ended June 30, 2026

(dollar amounts in thousands):

MasterCraft

Marine Products

Consolidated Statement of

Operations Line Items

(Historical)

Consolidated Statement of

Operations Line Items

(Historical)

Ten and One-Half

Months Ended

May 14, 2026

(Historical Aligned)

Reclassification

Adjustments

Ten and One-Half

Months Ended

May 14, 2026

(Reclassified)

Net sales

216,896

—

216,896

Cost of sales

Cost of goods sold

178,065

4,153

(a)

182,218

Selling and marketing

—

6,143

(b)

6,143

General and administrative

—

23,765

(b)

34,053

10,288

(c)

Selling, general and

administrative

expenses

34,061

(4,153

(29,908

)

(a)

(b)

—

Merger related costs

10,288

(10,288

)

(c)

—

Interest income

Interest income, net

1,298

—

1,298

Income tax expense

Income tax provision

1,481

—

1,481

(a)

On its historical consolidated statement of operations, Marine Products presented $4.2 million of warranty

expense within selling, general and administrative expenses. This reclassification adjustment is to present this amount within cost of sales in the unaudited pro forma condensed combined statement of operations to conform with MasterCraft’s

presentation.

(b)

On its historical consolidated statement of operations, Marine Products presented $6.1 million of selling

and marketing expense and $23.8 million of general and administrative expense within selling, general and administrative expenses. This reclassification adjustment is to present these amounts in separate line items in the unaudited pro forma

condensed combined statement of operations to conform with MasterCraft’s presentation.

(c)

On its historical consolidated statement of operations, Marine Products presented $10.3 million of merger

related costs as a separate line item. This reclassification adjustment is to present this amount within general and administrative expenses in the unaudited pro forma condensed combined statement of operations to conform with MasterCraft’s

presentation.

Note 4 – Accounting Treatment and Preliminary Purchase Price Allocation

Under ASC 805, all assets acquired and liabilities assumed in a business combination are recognized and measured at their acquisition date fair

values, and transaction costs associated with the business combination are expensed as incurred. The excess of merger consideration over the estimated fair value of identifiable assets acquired and liabilities assumed, if any, is allocated to

goodwill.

The consideration transferred calculated in accordance with ASC 805 is based on the merger consideration as delineated in the

merger agreement and is based on the number of shares of MasterCraft common stock issued multiplied by MasterCraft’s closing share price as of May 14, 2026.

In accordance with ASC 805, MasterCraft assigned fair value to the assets acquired and liabilities assumed as of the closing date of the

mergers. The determination of the fair value of acquired assets and assumed liabilities required significant judgment and the use of various estimates and assumptions. In determining the fair values, MasterCraft considered, among other things,

benchmark studies, valuation analyses, and the historical balance sheet of Marine Products as of May 14, 2026, together with the related tax effects of the mergers.

The estimated fair values and purchase price allocation are preliminary. A final determination of the fair value of assets acquired, including

any identifiable intangible assets, and liabilities assumed will be performed within one year of the mergers’ closing date. Since the unaudited pro forma financial information has been prepared based on preliminary fair values, the final

amounts may differ materially from the information presented herein.

Merger Consideration

The following table presents the merger consideration:

(Dollar amounts in thousands, except share and per share data)

Amount

Shares of Marine Products common stock

34,863,738

Exchange ratio

0.232

Shares of MasterCraft common stock issued

8,088,171

MasterCraft closing share price

24.64

Stock consideration for shares issued

199,293

Partial consideration for shares of Assumed RSAs

118

Total stock consideration

199,411

Shares of Marine Products common stock

34,863,738

Cash Consideration per share

2.43

Cash consideration

84,725

Partial cash consideration for Assumed RSAs

Total cash consideration

84,775

Total merger consideration

284,186

Preliminary Purchase Price Allocation

The following table presents the preliminary purchase price allocation as of May 15, 2026:

Preliminary

Fair Value

Cash and cash equivalents

30,664

Accounts receivable

5,292

Inventories

55,105

Prepaid expenses and other current assets

4,792

Property, plant and equipment

67,845

Goodwill

105,599

Other intangible assets

65,100

Investment in affiliate

4,331

Other, net

1,620

Deferred income taxes

(17,193

)

Unrecognized tax positions

(9,212

)

Accounts payable

(11,448

)

Accrued expenses and other current liabilities

(18,309

)

Total

284,186

Note 5 – Transaction Accounting Adjustments

Unaudited Pro Forma Condensed Combined Statements of Operations for the Year Ended June 30, 2026

The unaudited pro forma condensed combined statement of operations for the year ended June 30, 2026, reflect the following

adjustments:

Reflects the incremental depreciation expense related to the fair value

step-up in property, plant and equipment acquired, which is calculated as follows:

Cost of Sales

(Dollar amounts in thousands)

Preliminary

Fair Value

Estimated

Useful Life

(Years)

Ten and One-Half

Months Ended

May 14, 2026

Land

10,230

N/A

—

Land improvements

1,350

591

Buildings and improvements

35,155

1,709

Machinery and equipment

19,019

5-6

1,485

Furniture and fixtures

2,091

366

Total property, plant and equipment at pro forma fair value

67,845

4,151

Less: Marine Products historical property, plant and equipment, net and depreciation

expense

(22,357

)

(2,739

)

Total pro forma adjustments to depreciation expense

45,487

1,412

Reflects increases to general and administrative expense related to amortization of the prepaid D&O

liability and fiduciary.

Reflects the incremental amortization expense related to identifiable intangible assets, which is calculated as

follows:

Amortization

of Other

Intangible Assets

(Dollar amounts in thousands)

Preliminary

Fair Value

Estimated

Useful Life

(Years)

Ten and One-Half

Months Ended

May 14, 2026

Dealer network

25,000

1,989

Trade names

37,500

Indefinite

—

Order backlog

2,600

1.5 months

—

Total pro forma adjustments to amortization expense

65,100

1,989

Reflects a decrease in income tax expense of $0.8 million for the ten and

one-half months ended May 14, 2026, resulting from the income tax impact of pro forma adjustments utilizing a blended statutory rate of 22.9% for the years ended June 30, 2026.

The following table presents the calculation of pro forma basic and diluted earnings per share for the year

ended June 30, 2026:

(Dollar amounts in thousands, except share and per share data)

Year Ended

June 30, 2026

Pro forma loss per share – basic:

Numerator:

Pro forma loss from continuing operations – basic

(10,037

)

Denominator:

Historical weighted average outstanding shares – basic, as reported in MasterCraft

historical statement of operations

17,162,850

Shares of MasterCraft common stock issued in connection with the mergers (Note 4)

8,088,171

Pro forma weighted average outstanding shares – basic

25,251,021

Pro forma loss per share – basic

(0.40

)

Pro forma loss per share – diluted:

Numerator:

Pro forma loss from continuing operations – diluted

(10,037

)

Denominator:

Historical weighted average outstanding shares – diluted, as reported in MasterCraft

historical statement of operations

17,162,850

Shares of MasterCraft common stock issued in connection with the mergers (Note 4)

8,088,171

Impact of Marine Products RSAs converted to MasterCraft RSAs in connection with the mergers

(Note 1) less shares withheld for income taxes.

—

Pro forma weighted average outstanding shares – diluted

25,251,021

Pro forma loss per share – diluted

(0.40

)

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Entity Incorporation State Country Code

Entity File Number

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Entity Tax Identification Number

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Entity Address, Address Line One

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Area code of city

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No definition available.

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Cover page.

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No definition available.

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For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

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No definition available.

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- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

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No definition available.

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- Definition

Address Line 1 such as Attn, Building Name, Street Name

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No definition available.

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Name of the City or Town

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No definition available.

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Code for the postal or zip code

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No definition available.

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Name of the state or province.

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No definition available.

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- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Indicate if registrant meets the emerging growth company criteria.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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No definition available.

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Two-character EDGAR code representing the state or country of incorporation.

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No definition available.

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- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Local phone number for entity.

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No definition available.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

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- Definition

Title of a 12(b) registered security.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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- Definition

Name of the Exchange on which a security is registered.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

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Name:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

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- Definition

Trading symbol of an instrument as listed on an exchange.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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