OneWater Marine CEO Amends 13D, Updates Beneficial Ownership

TL;DR

**OneWater Marine CEO just updated his ownership stake, watch for potential shifts in insider sentiment.**

AI Summary

Philip Austin Singleton, Jr., the CEO of OneWater Marine Inc., filed an amended Schedule 13D/A on January 12, 2024, indicating a change in his beneficial ownership of the company's Class A Common Stock. This amendment, identified as Amendment No. 1, updates his previous filing and signals a potential shift in his control or influence over the company. Investors should note this filing as it reflects the CEO's updated stake, which can impact perceptions of insider confidence and future strategic decisions for OneWater Marine Inc.

Why It Matters

This filing shows an update to the CEO's ownership stake, which can signal his confidence in the company's future and potentially influence other investors' perceptions.

Risk Assessment

Risk Level: low — This filing is an amendment to a previous disclosure and does not inherently indicate a high-risk event, but rather an update to beneficial ownership information.

Analyst Insight

Investors should review the full SC 13D/A filing to understand the specific changes in Philip Austin Singleton, Jr.'s beneficial ownership and assess any potential implications for OneWater Marine Inc.'s governance or future direction.

Key Players & Entities

• Philip Austin Singleton, Jr. (person) — Chief Executive Officer of OneWater Marine Inc. and the filing person
• OneWater Marine Inc. (company) — the issuer of the Class A Common Stock
• January 12, 2024 (date) — Date of Event Which Requires Filing of this Statement
• 68280L 101 (string) — CUSIP Number for Class A Common Stock

Forward-Looking Statements

• The updated beneficial ownership information for Philip Austin Singleton, Jr. will be further detailed in subsequent sections of the full filing. (Philip Austin Singleton, Jr.) — high confidence, target: N/A

FAQ

Key Financial Figures

• $0.01 — ares of Class A common stock, par value $0.01 per share ("Class A Common Stock") of O

Filing Documents

• onew-schedule13dxasingleto.htm (SC 13D/A) — 151KB
• exhibit997singleton202313da.htm (EX-99) — 9KB
• 0001789635-24-000006.txt ( ) — 161KB

SECURITY AND ISSUER

ITEM 1. SECURITY AND ISSUER. This Amendment No. 1 to Schedule 13D (this "Amendment") relates to the Class A common stock, par value $0.01 per share (the "Class A Common Stock"), of OneWater Marine Inc., a Delaware corporation (the "Issuer"), and amends and supplements the statement on Schedule 13D originally filed by Mr. Singleton on September 30, 2021 (the "Prior Schedule 13D"). Except as otherwise specified in this Amendment, all items left blank or not described herein remain unchanged in all material respects and any items that are reported are deemed to amend and restate the corresponding items in the Prior Schedule 13D. Unless otherwise indicated, all capitalized terms used herein but not defined herein shall have the same meanings ascribed to them in the Prior Schedule 13D.

IDENTITY AND BACKGROUND

ITEM 2. IDENTITY AND BACKGROUND.

of the Prior Schedule 13D is hereby amended and restated in its entirety with the following

Item 2 of the Prior Schedule 13D is hereby amended and restated in its entirety with the following The reporting persons filing this Schedule 13D are Philip Austin Singleton, Jr., his spouse Michelle Singleton, Singleton Asset Management, LLC, a Florida limited liability company ("Singleton LLC"), Auburn OWMH, LLLP, a Delaware limited liability limited partnership ("Auburn LLLP"), the Philip Singleton Irrevocable Trust, dated December 24, 2015 (the "1224 Trust"), the Austin Singleton Irrevocable Trust, dated December 30, 2015 (the "1230 Trust"), and the Singleton Family Foundation, Inc. (the "Foundation"). The general partner of Auburn LLLP is Singleton LLC, for which Mrs. Singleton is the Manager and has voting and investment control over the Class A Common Stock held by Auburn LLLP and for which Mr. Singleton is the Chief Executive Officer. The 1224 Trust and 1230 Trust (together, the "Trusts") each have three independent co-trustees, Nancy Shields, Scott Beville and Darrell Lamb, who can act only by majority consent, but Mr. Singleton may be deemed to have voting and investment control over shares held by the Trusts. Mr. Singleton is President and Director of the Foundation and may be deemed to have voting and investment control over shares held by the Foundation. Mr. Singleton disclaims beneficial ownership of the securities held by the Foundation and has no pecuniary interest in such shares. 6275 Lanier Islands Parkway, Buford, Georgia 30518 may be used as the business address of Mr. Singleton, Mrs. Singleton, Auburn LLLP, Singleton LLC, the Trusts, and the Foundation. Mr. Singleton's principal occupation is Chief Executive Officer of the Issuer, a premium recreational boat retailer. Mrs. Singleton's principal occupation is business manager. The principal business of each of Auburn LLLP, Singleton LLC, and the Trusts is to hold family investments. The principal business of the Foundation is charity. Mr. Singleton and Mrs. Singleton are citizens of the Unite

INTEREST IN SECURITIES OF ISSUER

ITEM 5. INTEREST IN SECURITIES OF ISSUER.

of the Prior Schedule 13D is hereby amended and restated in its entirety with the following

Item 5 of the Prior Schedule 13D is hereby amended and restated in its entirety with the following The information set forth in Item 2, Item 3, Item 4 and Item 6 is hereby incorporated by reference in its entirety. a. Based on an estimate of 14,539,056 shares of Class A Common Stock outstanding on November 28, 2023, as reported in the Issuer's Annual Report on Form 10-K for the fiscal year ended September 30, 2023, the shares of Class A Common Stock held by the Reporting Persons constitute an aggregate of 10.9% of the outstanding shares of Class A Common Stock of the Issuer. Please see row 13 of the applicable cover sheet to this Schedule 13D for each Reporting Person's individual percentage ownership of the shares of Class A Common Stock of the Issuer. Each Reporting Person disclaims beneficial ownership of the reported Class A Common Stock except to the extent of such Reporting Person's pecuniary interest therein, and this statement shall not be deemed an admission that such Reporting Person is the beneficial owner of the reported Class A Common Stock for the purposes of Section 13(d) of the Act or any other purpose. 10 b. With respect to the number of shares of Class A Common Stock as to which each Reporting Person has i. sole power to vote or to direct the vote with respect to such shares, please see row 7 of the applicable cover sheet to this Schedule 13D for such Reporting Person ii. shared power to vote or to direct the vote with respect to such shares, please see row 8 of the applicable cover sheet to this Schedule 13D for such Reporting Person iii. sole power to dispose or direct the disposition of such shares, please see row 9 of the applicable cover sheet to this Schedule 13D for such Reporting Person and iv. shared power to dispose or to direct the disposition of such shares, please see row 10 of the applicable cover sheet to this Schedule 13D for such Reporting Person. c. On November 27, 2023, the Foundation sold 8,800 shares of Class A Commo

CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.

of the Prior Schedule 13D is hereby amended and supplemented to add the following

Item 6 of the Prior Schedule 13D is hereby amended and supplemented to add the following In connection with a personal loan, the 1230 Trust entered into a pledge agreement on February 13, 2023, pursuant to which the 1230 Trust granted to the lender a security interest in 51,826 shares of Class A Common Stock held by the 1230 Trust.

MATERIAL TO BE FILED AS EXHIBITS

ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. Exhibit No. Description 99.7 Joint Filing Agreement, dated as of January 12, 2024, by and among the Reporting Persons. 11

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated as of January 12, 2024 PHILIP AUSTIN SINGLETON, JR. s Philip Austin Singleton, Jr. MICHELLE SINGLETON s Philip Austin Singleton, Jr., as Attorney-in-Fact for Michelle Singleton AUBURN OWMH, LLLP, By Singleton Asset Management, LLC, in its capacity as general partner of Auburn OWMH, LLLP s Philip Austin Singleton, Jr., as Attorney-in-Fact for Michelle Singleton Title Manager SINGLETON ASSET MANAGEMENT, LLC s Philip Austin Singleton, Jr., as Attorney-in-Fact for Michelle Singleton Title Manager PHILIP SINGLETON IRREVOCABLE TRUST, DATED DECEMBER 24, 2015 s Philip Austin Singleton, Jr., as Attorney-in-Fact for Scott Beville Title Co-Trustee AUSTIN SINGLETON IRREVOCABLE TRUST, DATED DECEMBER 24, 2015 s Philip Austin Singleton, Jr., as Attorney-in-Fact for Scott Beville Title Co-Trustee SINGLETON FAMILY FOUNDATION, INC. s Philip Austin Singleton, Jr. Title President and Director 1

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View this SC 13D/A filing on SEC EDGAR