Sec Form 4 Filing - RODRIGUEZ ROLANDO B @ MARCUS CORP - 2020-02-21

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
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1. Name and Address of Reporting Person
RODRIGUEZ ROLANDO B
2. Issuer Name and Ticker or Trading Symbol
MARCUS CORP [ MCS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Pres. & CEO - Marcus Theatres
(Last) (First) (Middle)
THE MARCUS CORPORATION, 100 E. WISCONSIN AVE., SUITE 1900
3. Date of Earliest Transaction (MM/DD/YY)
02/21/2020
(Street)
MILWAUKEE, WI53202
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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
Common Stock 02/21/2020 F 2,530 D $ 32.06 44,295 ( 1 ) D
Common Stock 02/22/2020 F 1,445 D $ 32.06 42,850 ( 1 ) D
Common Stock 16,122 ( 1 ) I By Rodriguez Living Trust
Common Stock 740.32 ( 2 ) I By 401(k) Plan
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
Stock Option (right to buy) (granted 7/29/14) $ 18.34 ( 3 ) 07/29/2024 Common Stock 3,170 3,170 D
Stock Option (right to buy) (granted 7/28/15) $ 20.26 ( 3 ) 07/28/2025 Common Stock 17,546 17,546 D
Stock Option (right to buy) (granted 3/1/16) $ 18.68 ( 3 ) 03/01/2026 Common Stock 12,500 12,500 D
Stock Option (right to buy) (granted 2/28/17) $ 31.2 ( 3 ) 02/28/2027 Common Stock 20,000 20,000 D
Stock Option (right to buy) (granted 2/27/18) $ 27 ( 4 ) 02/27/2028 Common Stock 34,000 34,000 D
Stock Option (right to buy) (granted 2/26/19) $ 41.9 ( 4 ) 02/26/2029 Common Stock 29,500 29,500 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
RODRIGUEZ ROLANDO B
THE MARCUS CORPORATION
100 E. WISCONSIN AVE., SUITE 1900
MILWAUKEE, WI53202
Pres. & CEO - Marcus Theatres
Signatures
/s/ Steven R. Barth, Attorney-in-Fact for Rolando B. Rodriguez 02/25/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects the transfer of shares previously held directly by the reporting person into the Rodriguez Living Trust in transactions exempt from Section 16 reporting pursuant to Rule 16a-13.
( 2 )Balance reflects the most current data available with regard to the reporting person's holdings in the 401(k) Plan.
( 3 )The options originally granted vest and become exercisable as follows: 40% after 2nd anniversary of the date of grant; 60% after 3rd anniversary; 80% after 4th anniversary; and 100% after 5 years.
( 4 )The options originally granted vest and become exercisable as follows: 50% after 2nd anniversary of the date of grant; 75% after 3rd anniversary; and 100% after 4 years.

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).

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