Sec Form 3/A Filing - Horizon Holdings, LLC @ Malibu Boats, Inc. - 2014-02-05

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 3/A
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Horizon Holdings, LLC
2. Issuer Name and Ticker or Trading Symbol
Malibu Boats, Inc. [ MBUU]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1 BUSH STREET
3. Date of Earliest Transaction (MM/DD/YY)
02/05/2014
(Street)
SAN FRANCISCO, CA94104
4. If Amendment, Date Original Filed (MM/DD/YY)
02/10/2014
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Horizon Holdings, LLC
1 BUSH STREET
SAN FRANCISCO, CA94104
X
Estes Phillip S.
1 BUSH STREET
SAN FRANCISCO, CA94104
X
Shorin James M.
1 BUSH STREET
SAN FRANCISCO, CA94104
X
Signatures
HORIZON HOLDINGS, LLC, /s/ Wayne Wilson as attorney-in-fact 05/09/2014
Signature of Reporting Person Date
PHILLIP S. ESTES, /s/ Wayne Wilson as attorney-in-fact 05/09/2014
Signature of Reporting Person Date
JAMES M. SHORIN, /s/ Wayne Wilson as attorney-in-fact 05/09/2014
Signature of Reporting Person Date
Explanation of Responses:

Remarks:
This Amendment to Form 3 is being filed because at the time of filing the original Form 3 filed on February 10, 2014, the reporting persons identified on the Form 3 were not beneficial owners, and are not currently beneficial owners, of the Issuer's Class A Common Stock. The reporting persons are not deemed to own shares of Class A Common Stock through the ownership of the Units in Malibu Boats Holdings, LLC (the "LLC Units") held by Horizon Holdings, LLC ("Horizon") and Malibu Holdings, L.P. ("Malibu Holdings") because if either of Horizon or Malibu Holdings were to request an exchange of the LLC Units to Class A Common Stock, the Issuer may, at the Issuer's option, other than in the event of a change in control, elect to pay cash equal to the market value of the Class A Common Stock.The LLC Units were issued to Malibu Holdings and Horizon on February 5, 2014 immediately prior to the completion of the initial public offering of the Issuer (the "IPO") pursuant to the distribution provisions of the former limited liability company agreement of Malibu Boats Holdings, LLC (the "LLC") as part of a reorganization of the LLC effected in connection with the IPO and pursuant to an exemption from Section 16 of the Securities Exchange Act of 1934, as amended.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.