X0306 4 2015-04-15 0 0001590976 Malibu Boats, Inc. MBUU 0001598890 Estes Phillip S. 5075 KIMBERLY WAY LOUDON TN 37774 1 0 0 0 Class A Common Stock 2015-04-15 4 C 0 654969 0.00 A 654969 I See Footnote Class A Common Stock 2015-04-15 4 C 0 185200 0.00 A 185200 I See Footnote Class A Common Stock 2015-04-15 4 D 0 654969 21.00 D 0 I See Footnote Class A Common Stock 2015-04-15 4 D 0 185200 21.00 D 0 I See Footnote Class A Common Stock 2015-04-15 4 D 0 4672 21.00 D 7025 D Units of Malibu Boats Holdings, LLC 2015-04-15 4 C 0 654969 0.00 D Class A Common Stock 654969 984789 I See Footnote Units of Malibu Boats Holdings, LLC 2015-04-15 4 C 0 185200 0.00 D Class A Common Stock 185200 278460 I See Footnote Pursuant to the terms of an exchange agreement, the holder of the Units in Malibu Boats Holdings, LLC (the "LLC Units") has a right to exchange the LLC Units for shares of the Issuer's Class A Common Stock on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications, or at the Issuer's option, other than in the event of a change in control, for a cash payment equal to the market value of the LLC Units. The LLC Units have no expiration date. In connection with the expiration of the Issuer's Offer to Purchase shares of Class A Common Stock (the "Offer"), on April 15, 2015, the Issuer accepted for purchase the shares of Class A Common Stock (underlying the LLC Units) tendered by Horizon Holdings, LLC ("Horizon") and Malibu Holdings, L.P. ("Malibu Holdings"). Upon such acceptance, each of Horizon and Malibu Holdings, were deemed to have exchanged their respective LLC Units into Class A Common Stock in accordance with the terms of the exchange agreement on April 9, 2015 immediately prior to the expiration of the Offer. The amount shown represents the beneficial ownership of shares of Issuer's Class A Common Stock or LLC Units, as applicable owned by Horizon. Mr. Estes and Mr. James Shorin share the voting power and dispositive power with respect to the securities beneficially owned by Horizon and may be deemed the beneficial owner of the securities beneficially owned by Horizon. Mr. Estes disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein, if any, in those securities. The amount shown represents the beneficial ownership of shares of Issuer's Class A Common Stock or LLC Units, as applicable owned by Malibu Holdings. Horizon is the general partner of Malibu Holdings and may be deemed the beneficial owner of the securities beneficially owned by Malibu Holdings. Mr. Estes and Mr. James Shorin share the voting power and dispositive power with respect to the securities beneficially owned by Horizon and may be deemed the beneficial owner of the securities beneficially owned by Horizon. Mr. Estes disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein, if any, in those securities. Following the exchange of the LLC Units into Class A Common Stock as described in (2) above, the Issuer purchased the shares of Class A Common Stock tendered by Horizon and Malibu Holdings in accordance with the terms of the Offer. The Issuer purchased the shares of Class A Common Stock tendered by the reporting person in accordance with the terms of the Offer. PHILLIP S. ESTES, /s/ Wayne Wilson as attorney-in-fact 2015-04-15