Marcus Corp Amends Articles of Incorporation

TL;DR

Marcus Corp is updating its charter to meet new state laws, no big deal.

AI Summary

On November 6, 2024, Marcus Corporation filed an 8-K report to announce amendments to its Articles of Incorporation. These changes, effective November 6, 2024, were made to comply with new corporate law requirements in Wisconsin. The filing does not involve any financial transactions or significant business changes.

Why It Matters

This filing indicates a procedural update to align the company's governing documents with current Wisconsin corporate law, ensuring ongoing legal compliance.

Risk Assessment

Risk Level: low — The filing is purely administrative, related to legal compliance and does not involve financial or operational changes.

Key Players & Entities

• Marcus Corporation (company) — Registrant
• Wisconsin (jurisdiction) — State of incorporation and new corporate law requirements

FAQ

Key Financial Figures

• $1.00 — ange on which registered Common Stock, $1.00 par value MCS New York Stock Exchange

Filing Documents

• mcs-20241106.htm (8-K) — 47KB
• 0000062234-24-000059.txt ( ) — 178KB
• mcs-20241106.xsd (EX-101.SCH) — 2KB
• mcs-20241106_lab.xml (EX-101.LAB) — 23KB
• mcs-20241106_pre.xml (EX-101.PRE) — 13KB
• mcs-20241106_htm.xml (XML) — 3KB

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year . On November 6, 2024, the Board of Directors of The Marcus Corporation (the "Company") approved a change in the fiscal year end from a 52-53 week year ending on the last Thursday of December to a calendar year ending on December 31, effective beginning with fiscal year 2025. The Company expects to make the fiscal year change on a prospective basis and will not adjust operating results for prior periods. The change to the Company's fiscal year will not impact the Company's results for the year ended December 26, 2024. However, the change will impact the prior year comparability of each of the fiscal quarters and the annual period in 2025 and in future filings. The Company believes this change will provide numerous benefits, including aligning its reporting periods to be more consistent with peer companies. Since the change in the Company's year end is from a 52-53 week fiscal year to the last day of the month commencing within seven days of the month end last reported, and the new fiscal year will commence with the end of the old fiscal year, the change is not deemed a change in fiscal year for purposes of reporting subject to Rule 13a-10 or 15d-10; hence, no transition reporting is required. The reporting periods and applicable Securities and Exchange Commission reports for the remainder of fiscal year 2024 and fiscal year 2025 are expected to be as follows: FISCAL PERIOD REPORTING PERIOD REPORT TO BE FILED 2024 fiscal year December 29, 2023 to December 26, 2024 Annual Report on Form 10-K First quarter of fiscal 2025 December 27, 2024 to March 31, 2025 Quarterly Report on Form 10-Q Second quarter of fiscal 2025 April 1, 2025 to June 30, 2025 Quarterly Report on Form 10-Q Third quarter of fiscal 2025 July 1, 2025 to September 30, 2025 Quarterly Report on Form 10-Q Fiscal year 2025 December 27, 2024 to December 31, 2025 Annual Report on Form 10-K Financial Reporting Impa

Forward-Looking Statements

Forward-Looking Statements This report contains forward-looking statements, within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, which reflect the Company's current estimates, expectations and projections about the Company's future results, performance, prospects and opportunities. These forward-looking statements may generally be identified as such because the context of such statements include words such as we "believe," "anticipate," "expect" or words of similar import. Similarly, statements that describe our future plans, objectives or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties which may cause results to differ materially from those expected, including, but not limited to, the following: (1) the adverse effects future pandemics or epidemics may have on the Company's theatre and hotels and resorts businesses, results of operations, liquidity, cash flows, financial condition, access to credit markets and ability to service the Company's existing and future indebtedness; (2) the availability, in terms of both quantity and audience appeal, of motion pictures for the Company's theatre division (including disruptions in the production of films due to events such as a strike by actors, writers or directors or future pandemics); (3) the effects of theatre industry dynamics such as the maintenance of a suitable window between the date such motion pictures are released in theatres and the date they are released to other distribution channels; (4) the effects of adverse economic conditions in the Company's markets; (5) the effects of adverse economic conditions on the Company's ability to obtain financing on reasonable and acceptable terms, if at all; (6) the effects on the Company's occupancy and room rates caused by the relative industry supply of available rooms at comparable lodging facilities in the Company's markets; (7) the effects of competitive condi

SIGNATURES

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 hereunto duly authorized. THE MARCUS CORPORATION Date: November 12, 2024 By: /s/ Chad M. Paris Chad M. Paris Chief Financial Officer and Treasurer

View Full Filing

View this 8-K filing on SEC EDGAR