SEC Form 10-Q filed by MasterCraft Boat Holdings Inc.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 10-Q

 

 

☑	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: March 31, 2024

OR

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

 

Commission File Number 001-37502

 

 

 

 

MASTERCRAFT BOAT HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware		06-1571747
(State or Other Jurisdiction		(I.R.S. Employer
of Incorporation or Organization)		Identification No.)

 

100 Cherokee Cove Drive, Vonore, TN 37885

(Address of Principal Executive Office) (Zip Code)

 

(423) 884-2221

(Registrant’s telephone number, including area code)

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		NASDAQ

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☑ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☑ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer	☐	Accelerated filer	☑
Non-accelerated filer	☐	Smaller reporting company	☐
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☑ No

As of May 3, 2024, there were 16,981,048 shares of the Registrant’s common stock, par value $0.01 per share, issued and outstanding.

 

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TABLE OF CONTENTS

 

		Page
PART I	FINANCIAL INFORMATION
Item 1.	Financial Statements
	Unaudited Condensed Consolidated Statements of Operations	4
	Unaudited Condensed Consolidated Balance Sheets	5
	Unaudited Condensed Consolidated Statements of Equity	6
	Unaudited Condensed Consolidated Statements of Cash Flows	7
	Notes to Unaudited Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	26
Item 4.	Controls and Procedures	26
PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	27
Item 1A.	Risk Factors	27
Item 2.	Unregistered Sales of Securities and Use of Proceeds	27
Item 3.	Defaults Upon Senior Securities	28
Item 4.	Mine Safety Disclosures	28
Item 5.	Other Information	28
Item 6.	Exhibits, Financial Statement Schedules	29
	SIGNATURES	30

 

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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains certain “forward-looking statements” within the meaning of the federal securities laws. These forward-looking statements can generally be identified by the use of statements that include words such as “could,” “may,” “might,” “will,” “expect,” “likely,” “believe,” “continue,” “anticipate,” “estimate,” “intend,” “plan,” “project” and other similar words or phrases. Forward-looking statements involve estimates and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements.

The forward-looking statements contained in this Quarterly Report on Form 10-Q are based on assumptions that we have made considering our industry experience and our perceptions of historical trends, current conditions, expected future developments and other important factors we believe are appropriate under the circumstances. As you read and consider this Quarterly Report on Form 10-Q, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (many of which are beyond our control) and assumptions. Although we believe that these forward-looking statements are based on reasonable assumptions, you should be aware that many important factors could affect our actual operating and financial performance and cause our performance to differ materially from the performance anticipated in the forward-looking statements, including but not limited to the following: changes in interest rates, the potential effects of supply chain disruptions and production inefficiencies, general economic conditions, demand for our products, inflation, changes in consumer preferences, competition within our industry, our ability to maintain a reliable network of dealers, our ability to manage our manufacturing levels and our fixed cost base, the successful introduction of our new products, geopolitical conflicts, such as the conflict between Russia and Ukraine, the conflict in the Gaza Strip and general unrest in the Middle East, financial institution disruptions and the other important factors described under the caption “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023, filed with the Securities and Exchange Commission (“SEC”) on August 30, 2023 (our “2023 Annual Report”) and in this Quarterly Report on Form 10-Q. Should one or more of these risks or uncertainties materialize, or should any of these assumptions prove incorrect, our actual operating and financial performance may vary in material respects from the performance projected in these forward-looking statements.

Further, any forward-looking statement speaks only as of the date on which it is made, and except as required by law, we undertake no obligation to update any forward-looking statement contained in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date on which it is made or to reflect the occurrence of anticipated or unanticipated events or circumstances. New important factors that could cause our business not to develop as we expect may emerge from time to time, and it is not possible for us to predict all of them.

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MASTERCRAFT BOAT HOLDINGS, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 

		Three Months Ended								Nine Months Ended
		March 31,				April 2,				March 31,				April 2,
(Dollar amounts in thousands, except per share data)		2024				2023				2024				2023
NET SALES		$	95,708			$	166,776			$	299,406			$	495,480
COST OF SALES			77,360				124,178				240,493				368,682
GROSS PROFIT			18,348				42,598				58,913				126,798
OPERATING EXPENSES:
Selling and marketing			3,924				3,927				10,538				10,748
General and administrative			9,978				9,156				27,446				26,874
Amortization of other intangible assets			450				489				1,362				1,467
Total operating expenses			14,352				13,572				39,346				39,089
OPERATING INCOME			3,996				29,026				19,567				87,709
OTHER INCOME (EXPENSE):
Interest expense			(762	)			(695	)			(2,494	)			(1,923	)
Interest income			1,398				1,195				4,164				1,967
INCOME BEFORE INCOME TAX EXPENSE			4,632				29,526				21,237				87,753
INCOME TAX EXPENSE			806				6,744				4,408				20,353
NET INCOME FROM CONTINUING OPERATIONS			3,826				22,782				16,829				67,400
LOSS FROM DISCONTINUED OPERATIONS, NET OF TAX (Note 3)			(71	)			(272	)			(993	)			(21,139	)
NET INCOME		$	3,755			$	22,510			$	15,836			$	46,261
NET INCOME (LOSS) PER SHARE:
Basic
Continuing operations		$	0.23			$	1.30			$	0.99			$	3.80
Discontinued operations			(0.01	)			(0.02	)			(0.06	)			(1.19	)
Net income		$	0.22			$	1.28			$	0.93			$	2.61
Diluted
Continuing operations		$	0.23			$	1.28			$	0.98			$	3.78
Discontinued operations			(0.01	)			(0.01	)			(0.05	)			(1.19	)
Net income		$	0.22			$	1.27			$	0.93			$	2.59
WEIGHTED AVERAGE SHARES USED FOR COMPUTATION OF:
Basic earnings per share			16,844,440				17,559,920				17,003,616				17,725,208
Diluted earnings per share			16,965,624				17,748,910				17,093,958				17,851,655

 

Notes to Unaudited Condensed Consolidated Financial Statements form an integral part of the condensed consolidated financial statements.

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MASTERCRAFT BOAT HOLDINGS, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

 

		March 31,				June 30,
(Dollar amounts in thousands, except per share data)		2024				2023
ASSETS
CURRENT ASSETS:
Cash and cash equivalents		$	22,509			$	19,817
Held-to-maturity securities (Note 4)			83,183				91,560
Accounts receivable, net of allowance of $96 and $122, respectively			13,473				15,741
Inventories, net (Note 5)			41,432				58,298
Prepaid expenses and other current assets			14,414				10,083
Total current assets			175,011				195,499
Property, plant and equipment, net (Note 6)			79,593				77,921
Goodwill (Note 7)			28,493				28,493
Other intangible assets, net (Note 7)			34,100				35,462
Deferred income taxes			14,377				12,428
Deferred debt issuance costs, net			306				304
Other long-term assets			9,002				3,869
Total assets		$	340,882			$	353,976
LIABILITIES AND EQUITY
CURRENT LIABILITIES:
Accounts payable			15,216				20,391
Income tax payable			1,022				5,272
Accrued expenses and other current liabilities (Note 8)			66,164				72,496
Current portion of long-term debt, net of unamortized debt issuance costs (Note 10)			4,371				4,381
Total current liabilities			86,773				102,540
Long-term debt, net of unamortized debt issuance costs (Note 10)			45,982				49,295
Unrecognized tax positions			8,174				7,350
Other long-term liabilities			2,855				2,702
Total liabilities			143,784				161,887
COMMITMENTS AND CONTINGENCIES
EQUITY:
Common stock, $.01 par value per share — authorized, 100,000,000 shares; issued and outstanding, 17,018,448 shares at March 31, 2024 and 17,312,850 shares at June 30, 2023			170				173
Additional paid-in capital			65,072				75,976
Retained earnings			131,656				115,820
MasterCraft Boat Holdings, Inc. equity			196,898				191,969
Noncontrolling interest			200				120
Total equity			197,098				192,089
Total liabilities and equity		$	340,882			$	353,976

 

Notes to Unaudited Condensed Consolidated Financial Statements form an integral part of the condensed consolidated financial statements.

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MASTERCRAFT BOAT HOLDINGS, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

 

										Additional								MasterCraft Boat
		Common Stock								Paid-in				Retained				Holdings,				Noncontrolling
(Dollar amounts in thousands)		Shares				Amount				Capital				Earnings				Inc. Equity				Interest				Total
Balance at June 30, 2023			17,312,850			$	173			$	75,976			$	115,820			$	191,969			$	120			$	192,089
Share-based compensation activity			185,055				—				(683	)			—				(683	)			—				(683	)
Repurchase and retirement of common stock			(241,764	)			(2	)			(5,783	)			—				(5,785	)			—				(5,785	)
Capital contribution from noncontrolling interest			—				—				—				—				—				80				80
Net income			—				—				—				6,195				6,195				—				6,195
Balance at October 1, 2023			17,256,141				171				69,510				122,015				191,696				200				191,896
Share-based compensation activity			(8,117	)			1				8				—				9				—				9
Repurchase and retirement of common stock			(214,219	)			(2	)			(4,458	)			—				(4,460	)			—				(4,460	)
Net income			—				—				—				5,886				5,886				—				5,886
Balance at December 31, 2023			17,033,805				170				65,060				127,901				193,131				200				193,331
Share-based compensation activity			58,205				1				1,582				—				1,583				—				1,583
Repurchase and retirement of common stock			(73,562	)			(1	)			(1,570	)			—				(1,571	)			—				(1,571	)
Net income			—				—				—				3,755				3,755				—				3,755
Balance at March 31, 2024			17,018,448			$	170			$	65,072			$	131,656			$	196,898			$	200			$	197,098

 

										Additional								MasterCraft Boat
		Common Stock								Paid-in				Retained				Holdings,				Noncontrolling
		Shares				Amount				Capital				Earnings				Inc. Equity				Interest				Total
Balance at June 30, 2022			18,061,437			$	181			$	96,584			$	46,883			$	143,648			$	—			$	143,648
Share-based compensation activity			128,040				1				649				—				650				—				650
Repurchase and retirement of common stock			(191,360	)			(2	)			(4,176	)			—				(4,178	)			—				(4,178	)
Net income			—				—				—				4,068				4,068				—				4,068
Balance at October 2, 2022			17,998,117				180				93,057				50,951				144,188				—				144,188
Share-based compensation activity			2,466				—				745				—				745				—				745
Repurchase and retirement of common stock			(224,284	)			(2	)			(4,792	)			—				(4,794	)			—				(4,794	)
Net income			—				—				—				19,683				19,683				—				19,683
Balance at January 1, 2023			17,776,299				178				89,010				70,634				159,822				—				159,822
Share-based compensation activity			5,733				—				883				—				883				—				883
Repurchase and retirement of common stock			(210,150	)			(2	)			(7,066	)			—				(7,068	)			—				(7,068	)
Net income			—				—				—				22,510				22,510				—				22,510
Balance at April 2, 2023			17,571,882			$	176			$	82,827			$	93,144			$	176,147			$	—			$	176,147

 

Notes to Unaudited Condensed Consolidated Financial Statements form an integral part of the condensed consolidated financial statements.

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MASTERCRAFT BOAT HOLDINGS, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

		Nine Months Ended
		March 31,				April 2,
(Dollar amounts in thousands)		2024				2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income		$	15,836			$	46,261
Loss from discontinued operations, net of tax			993				21,139
Net income from continuing operations			16,829				67,400
Adjustments to reconcile net income from continuing operations to net cash provided by operating activities:
Depreciation and amortization			8,327				7,833
Share-based compensation			2,531				2,892
Unrecognized tax benefits			824				111
Deferred income taxes			(1,949	)			7,194
Amortization of debt issuance costs			192				172
Changes in certain operating assets and liabilities			(1,737	)			21,610
Other, net			(2,094	)			153
Net cash provided by operating activities of continuing operations			22,923				107,365
Net cash used in operating activities of discontinued operations			(603	)			(2,403	)
Net cash provided by operating activities			22,320				104,962
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment			(12,622	)			(18,871	)
Purchases of investments			(120,277	)			(83,509	)
Maturities of investments			130,053				10,000
Other, net			5				—
Net cash used in investing activities of continuing operations			(2,841	)			(92,380	)
Net cash used in investing activities of discontinued operations			—				(501	)
Net cash used in investing activities			(2,841	)			(92,881	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on long-term debt			(3,375	)			(2,250	)
Repurchase and retirement of common stock			(11,728	)			(15,972	)
Other, net			(1,684	)			(609	)
Net cash used in financing activities of continuing operations			(16,787	)			(18,831	)
NET CHANGE IN CASH AND CASH EQUIVALENTS			2,692				(6,750	)
CASH AND CASH EQUIVALENTS — BEGINNING OF PERIOD			19,817				34,203
CASH AND CASH EQUIVALENTS — END OF PERIOD		$	22,509			$	27,453
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash payments for interest, net of amounts capitalized		$	2,259			$	1,773
Cash payments for income taxes			9,684				6,209
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Activity related to sales-type lease			3,898				—
Capital expenditures in accounts payable and accrued expenses			908				2,855

 

Notes to Unaudited Condensed Consolidated Financial Statements form an integral part of the condensed consolidated financial statements.

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MASTERCRAFT BOAT HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unless otherwise noted, dollars in thousands, except per share data)

As of June 30, 2023, the Company had $3.3 million of contract liabilities associated with customer deposits and services. During the nine months ended March 31, 2024, $1.4 million was recognized as revenue. As of March 31, 2024, total contract liabilities associated with customer deposits and services of $3.5 million were reported in Accrued expenses and other current liabilities and Other long-term liabilities on the condensed consolidated balance sheet, and $0.6 million is expected to be recognized as revenue during the remainder of the year ending June 30, 2024.

 

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As of March 31, 2024, there was $0.2 million of total unrecognized compensation expense related to nonvested PSUs. The Company expects this expense to be recognized over a weighted average period of 2.2 years.

 

 

 

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

 

The following discussion and analysis should be read together with the unaudited condensed consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q. In addition, the statements in this discussion and analysis regarding our expectations concerning the performance of our business, anticipated financial results, liquidity and the other non-historical statements are forward-looking statements. These forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, the risks and uncertainties described in “Cautionary Note Regarding Forward-Looking Statements” above and in “Risk Factors” set forth in our 2023 Annual Report and in this Quarterly Report on Form 10-Q. Our actual results may differ materially from those contained in or implied by any forward-looking statements.

 

Certain statements in the following discussions are based on non-GAAP financial measures. A “non-GAAP financial measure” is a numerical measure of a registrant’s historical or future financial performance, financial position or cash flows that excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with U.S. GAAP in the statements of operations, balance sheets or statements of cash flows of the issuer; or includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented. Non-GAAP financial measures do not include operating and statistical measures. The Company includes non-GAAP financial measures in Management’s Discussion and Analysis, as the Company’s management believes that these measures and the information they provide are useful to users of the financial statements, including investors, because they permit users of the financial statements to view the Company’s performance using the same tools that management utilizes and to better evaluate the Company’s ongoing business performance. In order to better align the Company’s reported results with the internal metrics used by the Company's management to evaluate business performance as well as to provide better comparisons to prior periods and peer data, non-GAAP measures exclude the impact of purchase accounting amortization related to business acquisitions.

Discontinued Operations

The Company's results for all periods presented, as discussed in Management's Discussion and Analysis, are presented on a continuing operations basis. Results related to our former NauticStar business that was sold on September 2, 2022 are reported as discontinued operations for all periods presented. See Note 3 in Notes to Unaudited Condensed Consolidated Financial Statements for more information on Discontinued Operations.

Overview

As anticipated, general market volatility and economic headwinds continue to create uncertainty and softness in the retail environment. As previously disclosed, because of the anticipated softness in retail demand, the Company has approached its wholesale production plan for fiscal 2024 with a prudent level of caution and a focus on rebalancing dealer inventories consistent with the expected retail demand. As a result, net sales decreased and gross margin declined as a result of lower cost absorption due to decreased sales volumes.

On March 4, 2024, Frederick Brightbill, Chief Executive Officer ("CEO") and Chairman of the Board of Directors announced his retirement as CEO of the Company, effective March 18, 2024, and as Chairman of the Company’s Board of Directors (the “Board”), effective June 30, 2024, at which time, Mr. Brightbill will serve as a consultant through June 30, 2025. In connection with Mr. Brightbill’s retirement, the Company appointed Brad Nelson as CEO, effective March 18, 2024. Mr. Nelson also joined the Board at that time, with the size of the Board increasing from eight members to nine. Rock Lambert, the Company’s Lead Independent Director, will assume the role of Chairman of the Board, effective July 1, 2024.

During the three and nine months ended March 31, 2024, we recognized $1.2 million and $1.7 million, respectively, of CEO transition costs in General and administrative expense within the condensed consolidated statements of operations. CEO transition costs include amounts paid to the former CEO under the terms of his retirement and consulting agreement and related legal fees. Also included are recruiting and relocation costs related to the new CEO.

 

 

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Results of Continuing Operations

Consolidated Results

The table below presents our consolidated results of operations for the three and nine months ended:

		Three Months Ended								2024 vs. 2023								Nine Months Ended								2024 vs. 2023
		March 31,				April 2,								%				March 31,				April 2,								%
		2024				2023				Change				Change				2024				2023				Change				Change
(Dollar amounts in thousands)
Consolidated statements of operations:
NET SALES		$	95,708			$	166,776			$	(71,068	)			(42.6	%)		$	299,406			$	495,480			$	(196,074	)			(39.6	%)
COST OF SALES			77,360				124,178				(46,818	)			(37.7	%)			240,493				368,682				(128,189	)			(34.8	%)
GROSS PROFIT			18,348				42,598				(24,250	)			(56.9	%)			58,913				126,798				(67,885	)			(53.5	%)
OPERATING EXPENSES:
Selling and marketing			3,924				3,927				(3	)			(0.1	%)			10,538				10,748				(210	)			(2.0	%)
General and administrative			9,978				9,156				822				9.0	%			27,446				26,874				572				2.1	%
Amortization of other intangible assets			450				489				(39	)			(8.0	%)			1,362				1,467				(105	)			(7.2	%)
Total operating expenses			14,352				13,572				780				5.7	%			39,346				39,089				257				0.7	%
OPERATING INCOME			3,996				29,026				(25,030	)			(86.2	%)			19,567				87,709				(68,142	)			(77.7	%)
OTHER INCOME (EXPENSE):
Interest expense			(762	)			(695	)			(67	)			9.6	%			(2,494	)			(1,923	)			(571	)			29.7	%
Interest income			1,398				1,195				203				17.0	%			4,164				1,967				2,197				111.7	%
INCOME BEFORE INCOME TAX EXPENSE			4,632				29,526				(24,894	)			(84.3	%)			21,237				87,753				(66,516	)			(75.8	%)
INCOME TAX EXPENSE			806				6,744				(5,938	)			(88.0	%)			4,408				20,353				(15,945	)			(78.3	%)
NET INCOME FROM CONTINUING OPERATIONS		$	3,826			$	22,782			$	(18,956	)			(83.2	%)		$	16,829			$	67,400			$	(50,571	)			(75.0	%)
Additional financial and other data:
Unit sales volume:
MasterCraft			468				900				(432	)			(48.0	%)			1,453				2,457				(1,004	)			(40.9	%)
Crest			298				722				(424	)			(58.7	%)			1,025				2,344				(1,319	)			(56.3	%)
Aviara			39				34				5				14.7	%			92				100				(8	)			(8.0	%)
Consolidated unit sales volume			805				1,656				(851	)			(51.4	%)			2,570				4,901				(2,331	)			(47.6	%)
Net sales:
MasterCraft		$	69,783			$	117,630			$	(47,847	)			(40.7	%)		$	218,319			$	339,315			$	(120,996	)			(35.7	%)
Crest			14,194				36,369				(22,175	)			(61.0	%)			49,713				116,595				(66,882	)			(57.4	%)
Aviara			11,731				12,777				(1,046	)			(8.2	%)			31,374				39,570				(8,196	)			(20.7	%)
Consolidated net sales		$	95,708			$	166,776			$	(71,068	)			(42.6	%)		$	299,406			$	495,480			$	(196,074	)			(39.6	%)
Net sales per unit:
MasterCraft		$	149			$	131			$	18				13.7	%		$	150			$	138			$	12				8.7	%
Crest			48				50				(2	)			(4.0	%)			49				50				(1	)			(2.0	%)
Aviara			301				376				(75	)			(19.9	%)			341				396				(55	)			(13.9	%)
Consolidated net sales per unit			119				101				18				17.8	%			117				101				16				15.8	%
Gross margin			19.2	%			25.5	%		(630) bps									19.7	%			25.6	%		(590) bps

Net sales decreased $71.1 million and $196.1 million during the third quarter and first nine months of fiscal 2024 when compared with the same prior-year periods. The decreases in net sales were due to lower unit volume and an increase in dealer incentives, partially offset by higher prices and favorable model mix and options. Dealer incentives include measures taken by the Company to assist dealers as the retail environment remains competitive.

Gross margin percentage declined 630 basis points and 590 basis points during the third quarter and first nine months of fiscal 2024, respectively, when compared with the same prior-year periods. Lower margins were the result of lower cost absorption due to planned decreased unit volume and higher dealer incentives, partially offset by higher prices and favorable model mix and options.

Operating expenses increased $0.8 million and $0.3 million during the third quarter and first nine months of fiscal 2024, respectively, when compared to the same prior-year periods. The increases in operating expenses were a result of CEO transition and related

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share-based compensation costs, which were $1.9 million and $2.4 million during the third quarter and first nine months of fiscal 2024, respectively.

Segment Results

MasterCraft Segment

The following table sets forth MasterCraft segment results for the three and nine months ended:

 

		Three Months Ended								2024 vs. 2023								Nine Months Ended								2024 vs. 2023
		March 31,				April 2,								%				March 31,				April 2,								%
(Dollar amounts in thousands)		2024				2023				Change				Change				2024				2023				Change				Change
Net sales		$	69,783			$	117,630			$	(47,847	)			(40.7	%)		$	218,319			$	339,315			$	(120,996	)			(35.7	%)
Operating income			7,616				25,298				(17,682	)			(69.9	%)			28,202				72,269				(44,067	)			(61.0	%)
Purchases of property, plant and equipment			2,591				3,151				(560	)			(17.8	%)			6,207				8,434				(2,227	)			(26.4	%)
Unit sales volume			468				900				(432	)			(48.0	%)			1,453				2,457				(1,004	)			(40.9	%)
Net sales per unit		$	149			$	131			$	18				13.7	%		$	150			$	138			$	12				8.7	%

 

Net sales decreased $47.8 million during the third quarter of fiscal 2024 when compared with the same prior-year period. The decrease was driven by lower unit volume and increased dealer incentives, partially offset by favorable model mix and options and higher prices. Dealer incentives include rebate programs and other measures taken by the Company to assist dealers as the retail environment remains competitive.

Net sales decreased $121.0 million during the first nine months of fiscal 2024 when compared with the same prior-year period. The decrease was driven by lower unit volume and increased dealer incentives, partially offset by higher prices and favorable model mix and options. Dealer incentives include higher floor plan financing costs as a result of increased dealer inventories and interest rates, and other incentives as the retail environment remains competitive.

Operating income decreased $17.7 million and $44.1 million during third quarter and first nine months of fiscal 2024, respectively, when compared with the same prior-year periods. The decreases were driven by decreased sales volume, higher dealer incentives, and CEO transition and related share-based compensation costs, partially offset by higher prices and favorable model mix and options.

Crest Segment

The following table sets forth Crest segment results for the three and nine months ended:

 

		Three Months Ended								2024 vs. 2023								Nine Months Ended								2024 vs. 2023
		March 31,				April 2,								%				March 31,				April 2,								%
(Dollar amounts in thousands)		2024				2023				Change				Change				2024				2023				Change				Change
Net sales		$	14,194			$	36,369			$	(22,175	)			(61.0	%)		$	49,713			$	116,595			$	(66,882	)			(57.4	%)
Operating income (loss)			(864	)			4,962				(5,826	)			(117.4	%)			(133	)			17,576				(17,709	)			(100.8	%)
Purchases of property, plant and equipment			584				2,089				(1,505	)			(72.0	%)			1,761				6,292				(4,531	)			(72.0	%)
Unit sales volume			298				722				(424	)			(58.7	%)			1,025				2,344				(1,319	)			(56.3	%)
Net sales per unit		$	48			$	50			$	(2	)			(4.0	%)		$	49			$	50			$	(1	)			(2.0	%)

Net sales decreased $22.2 million and $66.9 million during the third quarter and first nine months of fiscal 2024, respectively, when compared to the same prior-year periods, due to decreased volume and unfavorable model mix and options, partially offset by higher prices.

Operating income for the third quarter of fiscal 2024 decreased $5.8 million when compared to the same prior-year period. The decrease was primarily the result of decreased net sales, as discussed above.

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Operating income for the first nine months of fiscal 2024 decreased $17.7 million when compared to the same prior-year period. The decrease was primarily the result of decreased net sales, as discussed above, and increased dealer incentives.

Aviara Segment

The following table sets forth Aviara segment results for the three and nine months ended:

 

		Three Months Ended								2024 vs. 2023								Nine Months Ended								2024 vs. 2023
		March 31,				April 2,								%				March 31,				April 2,								%
(Dollar amounts in thousands)		2024				2023				Change				Change				2024				2023				Change				Change
Net sales		$	11,731			$	12,777			$	(1,046	)			(8.2	%)		$	31,374			$	39,570			$	(8,196	)			(20.7	%)
Operating loss			(2,756	)			(1,234	)			(1,522	)			123.3	%			(8,502	)			(2,136	)			(6,366	)			298.0	%
Purchases of property, plant and equipment			1,329				1,716				(387	)			(22.6	%)			4,654				4,145				509				12.3	%
Unit sales volume			39				34				5				14.7	%			92				100				(8	)			(8.0	%)
Net sales per unit		$	301			$	376			$	(75	)			(19.9	%)		$	341			$	396			$	(55	)			(13.9	%)

Net sales decreased $1.0 million during the third quarter of fiscal 2024 when compared to the same prior-year period, due to unfavorable model mix and options, partially offset by favorable volume and higher prices.

Net sales decreased $8.2 million for the first nine months of fiscal 2024 when compared to the same prior-year period, due to unfavorable model mix and options, decreased volume and higher dealer incentives, partially offset by higher prices.

Operating losses increased $1.5 million for the third quarter of fiscal 2024 when compared to the same prior-year period, due to unfavorable model mix and options and inefficiencies related to the ramp up of new product launches, partially offset by higher prices and favorable volume.

Operating losses increased $6.4 million for the first nine months of fiscal 2024 when compared to the same prior-year period, due to inefficiencies related to the ramp up of new product launches, higher dealer incentives, unfavorable model mix and options and decreased volume, partially offset by higher prices and reduced warranty costs.

Non-GAAP Measures

EBITDA, Adjusted EBITDA, EBITDA margin, and Adjusted EBITDA margin

We define EBITDA as net income from continuing operations, before interest, income taxes, depreciation and amortization. We define Adjusted EBITDA as EBITDA further adjusted to eliminate certain non-cash charges or other items that we do not consider to be indicative of our core and/or ongoing operations. For the periods presented herein, these adjustments include share-based compensation, business development consulting costs, and CEO transition costs. We define EBITDA margin and Adjusted EBITDA margin as EBITDA and Adjusted EBITDA, respectively, each expressed as a percentage of Net sales.

Adjusted Net Income and Adjusted Net Income per share

We define Adjusted Net Income and Adjusted Net Income per share as net income from continuing operations, adjusted to eliminate certain non-cash charges or other items that we do not consider to be indicative of our core and/or ongoing operations and reflecting income tax expense on adjusted net income before income taxes at our estimated annual effective tax rate. For the periods presented herein, these adjustments include other intangible asset amortization, share-based compensation, business development consulting costs, and CEO transition costs.

EBITDA, Adjusted EBITDA, EBITDA margin, Adjusted EBITDA margin, Adjusted Net Income, and Adjusted Net Income per share, which we refer to collectively as the Non-GAAP Measures, are not measures of net income or operating income as determined under accounting principles generally accepted in the United States, or U.S. GAAP. The Non-GAAP Measures are not measures of performance in accordance with U.S. GAAP and should not be considered as an alternative to net income, net income per share, or operating cash flows determined in accordance with U.S. GAAP. Additionally, Adjusted EBITDA is not intended to be a measure of cash flow. We believe that the inclusion of the Non-GAAP Measures is appropriate to provide additional information to investors

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because securities analysts and investors use the Non-GAAP Measures to assess our operating performance across periods on a consistent basis and to evaluate the relative risk of an investment in our securities. We use Adjusted Net Income and Adjusted Net Income per share to facilitate a comparison of our operating performance on a consistent basis from period to period that, when viewed in combination with our results prepared in accordance with U.S. GAAP, provides a more complete understanding of factors and trends affecting our business than does U.S. GAAP measures alone. We believe Adjusted Net Income and Adjusted Net Income per share assists our board of directors, management, investors, and other users of the financial statements in comparing our net income on a consistent basis from period to period because it removes certain non-cash items and other items that we do not consider to be indicative of our core and/or ongoing operations and reflecting income tax expense on adjusted net income before income taxes at our estimated annual effective tax rate. The Non-GAAP Measures have limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under U.S. GAAP. Some of these limitations are:

In addition, because not all companies use identical calculations, our presentation of the Non-GAAP Measures may not be comparable to similarly titled measures of other companies, including companies in our industry.

The following table presents a reconciliation of net income from continuing operations as determined in accordance with U.S. GAAP to EBITDA, and Adjusted EBITDA, and net income from continuing operations margin (expressed as a percentage of net sales) to EBITDA margin and Adjusted EBITDA margin (each expressed as a percentage of net sales) for the periods indicated:

 

		Three Months Ended												Nine Months Ended
		March 31,				% of Net		April 2,				% of Net		March 31,				% of Net		April 2,				% of Net
(Dollar amounts in thousands)		2024				sales		2023				sales		2024				sales		2023				sales
Net income from continuing operations		$	3,826			4.0%		$	22,782			13.7%		$	16,829			5.6%		$	67,400			13.6%
Income tax expense			806						6,744						4,408						20,353
Interest expense			762						695						2,494						1,923
Interest income			(1,398	)					(1,195	)					(4,164	)					(1,967	)
Depreciation and amortization			2,842						2,622						8,327						7,833
EBITDA			6,838			7.1%			31,648			19.0%			27,894			9.3%			95,542			19.3%
Share-based compensation(a)			1,583						1,026						2,531						2,892
Business development consulting costs(b)			—						312						—						312
CEO transition costs(c)			1,241						—						1,677						—
Adjusted EBITDA		$	9,662			10.1%		$	32,986			19.8%		$	32,102			10.7%		$	98,746			19.9%

The following table presents a reconciliation of net income from continuing operations as determined in accordance with U.S. GAAP to Adjusted Net Income for the periods indicated:

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	Three Months Ended								Nine Months Ended
	March 31,				April 2,				March 31,				April 2,
(Dollar amounts in thousands, except per share data)	2024				2023				2024				2023
Net income from continuing operations	$	3,826			$	22,782			$	16,829			$	67,400
Income tax expense		806				6,744				4,408				20,353
Amortization of acquisition intangibles		450				462				1,362				1,386
Share-based compensation(a)		1,583				1,026				2,531				2,892
Business development consulting costs(b)		—				312				—				312
CEO transition costs(c)		1,241				—				1,677				—
Adjusted Net Income before income taxes		7,906				31,326				26,807				92,343
Adjusted income tax expense(d)		1,581				7,205				5,361				21,239
Adjusted Net Income	$	6,325			$	24,121			$	21,446			$	71,104
Adjusted Net Income per share:
Basic	$	0.38			$	1.37			$	1.26			$	4.01
Diluted	$	0.37			$	1.36			$	1.25			$	3.98
Weighted average shares used for the computation of(e):
Basic Adjusted Net Income per share		16,844,440				17,559,920				17,003,616				17,725,208
Diluted Adjusted Net Income per share		16,965,624				17,748,910				17,093,958				17,851,655

 

The following table presents the reconciliation of net income from continuing operations per diluted share to Adjusted Net Income per diluted share for the periods indicated:

 

		Three Months Ended								Nine Months Ended
		March 31,				April 2,				March 31,				April 2,
		2024				2023				2024				2023
Net income from continuing operations per diluted share		$	0.23			$	1.28			$	0.98			$	3.78
Impact of adjustments:
Income tax expense			0.05				0.38				0.26				1.14
Amortization of acquisition intangibles			0.03				0.03				0.08				0.08
Share-based compensation(a)			0.10				0.06				0.15				0.16
Business development consulting costs(b)			—				0.02				—				0.02
CEO transition costs(c)			0.07				—				0.10				—
Adjusted Net Income per diluted share before income taxes		$	0.48			$	1.77			$	1.57			$	5.18
Impact of adjusted income tax expense on net income per diluted share before income taxes(d)			(0.11	)			(0.41	)			(0.32	)			(1.20	)
Adjusted Net Income per diluted share		$	0.37			$	1.36			$	1.25			$	3.98

Liquidity and Capital Resources

Our primary liquidity and capital resource needs are to finance working capital, fund capital expenditures, service our debt, fund potential acquisitions, and fund our share repurchase program. Our principal sources of liquidity are our cash balance, held-to-maturity securities, cash generated from operating activities, our revolving credit agreement and the refinancing and/or new issuance of long-term debt. We believe our cash balance, held-to-maturity securities, cash from operations, and our ability to borrow will be sufficient to provide for our liquidity and capital resource needs.

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Cash and cash equivalents totaled $22.5 million as of March 31, 2024, an increase of $2.7 million from $19.8 million as of June 30, 2023. Held-to-maturity securities totaled $83.2 million as of March 31, 2024, a decrease of $8.4 million from $91.6 million as of June 30, 2023. Total debt as of March 31, 2024 and June 30, 2023, was $50.4 million and $53.7 million, respectively.

As of March 31, 2024, we had no amounts outstanding under the Revolving Credit Facility, leaving $100.0 million of available borrowing capacity. Refer to Note 10 — Long Term Debt in the Notes to Unaudited Condensed Consolidated Financial Statements for further details.

On June 24, 2021, the board of directors of the Company authorized a share repurchase program that allowed for the repurchase of up to $50.0 million of our common stock during the three-year period ending June 24, 2024. While having $1.6 million of availability as of June 30, 2023, this program was fully utilized during the first quarter ended October 1, 2023.

On July 24, 2023, the board of directors of the Company authorized a new share repurchase program under which the Company may repurchase up to $50 million of its outstanding shares of common stock. The new authorization became effective upon the completion of the Company's prior $50 million stock repurchase authorization.

During the nine months ended March 31, 2024, the Company repurchased 529,545 shares of common stock for $11.7 million in cash, excluding related fees and expenses under both plans.

The following table and discussion below relate to our cash flows from continuing operations from operating, investing, and financing activities:

 

		Nine Months Ended
		March 31,				April 2,
(Dollar amounts in thousands)		2024				2023
Total cash provided by (used in):
Operating activities		$	22,923			$	107,365
Investing activities			(2,841	)			(92,380	)
Financing activities			(16,787	)			(18,831	)
Net change in cash and cash equivalents from continuing operations		$	3,295			$	(3,846	)

Nine Months Ended March 31, 2024 Cash Flows from Continuing Operations

Net cash provided by operating activities for the nine months ended March 31, 2024 was $22.9 million, primarily due to net income, partially offset by working capital usage. Working capital is defined as accounts receivable, income tax receivable, inventories, and prepaid expenses and other current assets net of accounts payable, income tax payable, and accrued expenses and other current liabilities as presented in the condensed consolidated balance sheets. Working capital usage primarily consisted of a decrease in accrued expenses and other current liabilities, accounts payable and income tax payable and an increase in prepaid expenses and other current assets. Partially offsetting the working capital usage was a decrease in inventories. Inventories decreased as we continue to rebalance inventory levels to align with lower production levels, partially offset by increased materials costs from inflation. Accrued expenses and other current liabilities decreased primarily due to payment of dealer incentives and lower compensation related accruals, partially offset by an increase in repurchase obligations. Accounts payable decreased as a result of decreased production levels. Income tax payable decreased due to the lower earnings compared to the prior year.

Net cash used in investing activities was $2.8 million, which included $12.6 million in net capital expenditures, partially offset by net changes of $9.8 million in held-to maturity securities. Our capital spending was primarily focused on tooling, facility enhancements and information technology.

Net cash used in financing activities was $16.8 million, which included net payments of $3.4 million on long-term debt and stock repurchases totaling $11.7 million.

Nine Months Ended April 2, 2023 Cash Flows from Continuing Operations

Net cash provided by operating activities for the nine months ended April 2, 2023 was $107.4 million, primarily due to net income and cash provided by favorable changes in working capital. Working capital is defined as accounts receivable, income tax receivable,

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inventories, and prepaid expenses and other current assets net of accounts payable, income tax payable, and accrued expenses and other current liabilities as presented in the condensed consolidated balance sheets, excluding the impact of acquisitions and non-cash adjustments. Favorable changes in working capital primarily consisted of an increase in accrued expenses and other current liabilities and accounts payable, and a decrease in accounts receivable and inventories. Partially offsetting favorable changes in working capital was an increase in prepaid expenses and other current assets. Accrued expenses and other current liabilities primarily increased due to increased warranty, floor plan interest, and retail rebate costs. Accounts payable increased mainly due to increased payables related to capital spending. Accounts receivable decreased primarily as a result of lower sales at the end of the period compared to the end of the prior-year period. Inventories decreased as we maintain rebalanced inventory levels after the prior summer selling season, partially offset by increased materials costs from inflation. Prepaid expenses and other current assets increased due to payment of annual general insurance premiums which have increased since the prior-year period.

Net cash used in investing activities was $92.4 million, due to net investments in held-to-maturity securities of $73.5 million and $18.9 million of capital expenditures. Our capital spending was focused on maintenance capital, which includes tooling, expanding our capacity, and information technology.

Net cash used in financing activities was $18.8 million, which included net payments of $2.3 million on long-term debt and $16.0 million of stock repurchases.

 

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Off Balance Sheet Arrangements

The Company did not have any off balance sheet financing arrangements as of March 31, 2024.

Critical Accounting Estimates

As of March 31, 2024, there were no significant changes in or changes to the application of our critical accounting policies or estimation procedures from those presented in our 2023 Annual Report.

SEC Climate Disclosure Rule

In March 2024, the SEC issued its final climate disclosure rule, which requires the disclosure of material Scope 1 and Scope 2 greenhouse gas emissions and other climate-related topics in annual reports and registration statements. For accelerated filers, disclosure requirements will begin phasing in for fiscal years beginning on or after January 1, 2026, or fiscal 2027 for the Company. On April 4, 2024, the SEC announced to voluntarily delay the implementation of climate disclosure regulations while going through certain legal challenges filed to vacate the proposed rules. The Company is currently evaluating the impact these rules will have on its consolidated financial statements and related disclosures.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Refer to our 2023 Annual Report for discussion of the Company’s market risk. There have been no material changes in market risk from those disclosed therein.

ITEM 4. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

 

We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) (of the Exchange Act) that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

 

As of the end of the period covered by this Quarterly Report on Form 10-Q, we carried out an evaluation under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of our disclosure controls and procedures. Based upon this evaluation, our chief executive officer and chief financial officer have concluded that our disclosure controls and procedures were effective at a reasonable assurance level as of March 31, 2024.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting during the quarter ended March 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

For a discussion of the Company’s legal proceedings, see Part I – Item 1. – Note 9 – Commitments and Contingencies to the Company’s unaudited condensed consolidated financial statements.

ITEM 1A. RISK FACTORS.

Except as noted below, there have been no material changes to the risk factors disclosed in “Part I, Item 1A. Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023.

Our financial results could be adversely affected if we are unable to maintain effective distribution.

We rely on third-party dealers to sell our products. Maintaining a reliable network of dealers is essential to our success. We face competition from other manufacturers in attracting and retaining independent boat dealers. A significant deterioration in the number or effectiveness of our dealers could have a material adverse effect on our financial results.

Weakening demand for marine products could hurt our dealers’ financial performance. In particular, reduced cash flow from decreases in sales and tightening credit markets could impair dealers' ability to fund operations. Inability to fund operations can force dealers to cease business, and we may be unable to obtain alternate distribution in the vacated market. An inability to obtain alternate distribution could unfavorably affect our net sales through reduced market presence. If economic conditions deteriorate, we anticipate that dealer failures or voluntary market exits would increase, especially if overall retail demand materially declines. Additionally, the deterioration in the health of competitors' dealers can negatively impact the marketplace, including our dealers, by causing boat inventories at those dealers to be deeply discounted or relocated to other geographical areas, resulting in elevated inventories our dealers are competing against.

ITEM 2. UNREGISTERED SALES OF SECURITIES AND USE OF PROCEEDS.

Share Repurchase Program

On June 24, 2021, the board of directors of the Company authorized a share repurchase program that allowed for the repurchase of up to $50.0 million of our common stock during the three-year period ending June 24, 2024. While having $1.6 million of availability as of June 30, 2023, this program was fully utilized during the first quarter ended October 1, 2023.

On July 24, 2023, the board of directors of the Company authorized a new share repurchase program under which the Company may repurchase up to $50.0 million of its outstanding shares of common stock. The new authorization became effective upon the completion of the Company's prior $50.0 million stock repurchase authorization.

During the first nine months of fiscal 2024, we repurchased approximately $11.7 million of our common stock, including approximately $1.6 million during the three months ended March 31, 2024. As of March 31, 2024, the remaining authorization under the new program was approximately $39.9 million.

During the three months ended March 31, 2024, the Company repurchased the following shares of common stock:

Period		Total Number of Shares Purchased				Average Price Paid Per Share(a)(b)				Total Number of Shares Purchased as part of Publicly Announced Program				Approximate Dollar Value of Shares that May Yet be Purchased Under the Plan (dollars in thousands)
January 1, 2024 - January 28, 2024			—			$	—				—			$	41,471
January 29, 2024 - February 25, 2024			5,600				21.89				5,600				41,348
February 26, 2024 - March 31, 2024			67,962				21.05				67,962				39,918
Total			73,562								73,562

 

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ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. MINE SAFETY DISCLOSURES.

None.

ITEM 5. OTHER INFORMATION.

During the three months ended March 31, 2024, none of our directors or "officers" (as defined in Rule 16a-1(f) under the Exchange Act) adopted, modified or terminated "Rule 10b5-1 trading arrangements" or "non-Rule 10b5-1 trading arrangements" (each as defined in Item 408 of Regulation S-K).

 

 

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ITEM 6. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.

 

Incorporated by Reference

Exhibit No.

Description

Form

File No.

Exhibit

Filing Date

Filed Herewith

3.1

Amended and Restated Certificate of Incorporation of MCBC Holdings, Inc.

10-K

001-37502

3.1

9/18/15

3.2

Certificate of Amendment to Amended and Restated Certificate of Incorporation of MasterCraft Boat Holdings, Inc.

10-Q

001-37502

3.2

11/9/18

3.3

Certificate of Amendment to Amended and Restated Certificate of Incorporation of MasterCraft Boat Holdings, Inc.

8-K

001-37502

3.1

10/25/19

3.4

Fourth Amended and Restated By-laws of MasterCraft Boat Holdings, Inc.

8-K

001-37502

3.2

10/25/19

10.1†

Retirement and Consulting Agreement, dated March 1, 2024

8-K

001-37502

10.1

3/4/24

10.2†

Offer Letter, dated March 1, 2024

8-K

001-37502

10.2

3/4/24

31.1

Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer

*

31.2

Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer

*

32.1

Section 1350 Certification of Chief Executive Officer

**

32.2

Section 1350 Certification of Chief Financial Officer

**

101.INS

Inline XBRL Instance Document

*

101.SCH

Inline XBRL Taxonomy Extension Schema With Embedded Linkbases Document

*

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

*

 

† Indicates management contract or compensatory plan.

* Filed herewith.

** Furnished herewith.

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

		MASTERCRAFT BOAT HOLDINGS, INC.
		(Registrant)
Date:	May 8, 2024	By:	/s/ BRADLEY M. NELSON
			Bradley M. Nelson
			Chief Executive Officer (Principal Executive Officer) and Director
Date:	May 8, 2024	By:	/s/ TIMOTHY M. OXLEY
			Timothy M. Oxley
			Chief Financial Officer (Principal Financial and Accounting Officer),
			Treasurer and Secretary

 

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