Form SCHEDULE 13G MARCUS CORP Filed by: Porter Andrew Eliot
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
|
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
MARCUS CORP (Name of Issuer) |
Common Stock (Title of Class of Securities) |
(CUSIP Number) |
03/31/2026 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
| Rule 13d-1(b) |
| Rule 13d-1(c) |
| Rule 13d-1(d) |
SCHEDULE 13G
|
| CUSIP No. |
| 1 | Names of Reporting Persons
Porter Andrew Eliot | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,271,887.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
5.082 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13G
|
| Item 1. | ||
| (a) | Name of issuer:
MARCUS CORP | |
| (b) | Address of issuer's principal executive offices:
111 E. Kilbourn Avenue, Suite 1200, Milwaukee, Wisconsin, 53202 | |
| Item 2. | ||
| (a) | Name of person filing:
The filers of this Schedule 13G are: Andrew Eliot Porter ("Mr. Porter") | |
| (b) | Address or principal business office or, if none, residence:
c/o The Marcus Corporation, 111 E. Kilbourn Avenue, Suite 1200, Milwaukee, Wisconsin 53202 | |
| (c) | Citizenship:
United States | |
| (d) | Title of class of securities:
Common Stock | |
| (e) | CUSIP No.:
| |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); | |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | |
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); | |
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | |
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
1,271,887 | |
| (b) | Percent of class:
5.082 %
| |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
899,516 | ||
| (ii) Shared power to vote or to direct the vote:
372,371 | ||
| (iii) Sole power to dispose or to direct the disposition of:
0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
1,271,887.00
Other than with respect to 6,346 shares of Common Stock (of which, Mr. Porter has sole voting power and shared dispositive power over 4,310 shares, and shared voting and dispositive power over 2,036 shares), all of the reported beneficial ownership of Common Stock results from the beneficial ownership of shares of Class B Common
Stock, which are convertible at any time into Common Stock on a share-for-share basis. The percent of class figure assumes conversion of all shares of Class B Common Stock held by Mr. Porter into shares of Common Stock.
Mr. Porter's beneficial ownership consists of the following:
(i.) 895,206 shares of Class B Common Stock held in the GDAS MRGH Trust, for which Mr. Porter serves as Trustee.
(ii.) 4,310 shares of Common Stock held in the GDAS MRGH Trust, for which Mr. Porter Serves as Trustee.
(iii.) 15,680 shares of Class B Common Stock held in the Daniella Marcus GST Trust, for which Mr. Porter Serves as Trustee.
(iv.) 261 shares of Common Stock held in the Daniella Marcus GST Trust, for which Mr. Porter Serves as Trustee.
(v.) 23,580 shares of Class B Common Stock held in the Gabriella Marcus GST Trust, for which Mr. Porter Serves as Trustee.
(vi.) 261 shares of Common Stock held in the Gabriella Marcus GST Trust, for which Mr. Porter Serves as Trustee.
(vii.) 15,436 shares of Class B Common Stock held in the Jessica Marcus GST Trust, for which Mr. Porter Serves as Trustee.
(viii.) 261 shares of Common Stock held in the Jessica Marcus GST Trust, for which Mr. Porter Serves as Trustee.
(ix.) 51,998 shares of Class B Common Stock held in the Alexandra Marcus GST Trust, for which Mr. Porter serves as Trustee.
(x.) 210 shares of Common Stock held in the Alexandra Marcus GST Trust, for which Mr. Porter serves as Trustee.
(xi.) 51,998 shares of Class B Common Stock held in the Michael Marcus GST Trust, for which Mr. Porter serves as Trustee.
(xii.) 210 shares of Common Stock held in the Michael Marcus GST Trust, for which Mr. Porter serves as Trustee.
(xiii.) 58,595 shares of Class B Common Stock held in the Samantha Marcus GST Trust, for which Mr. Porter serves as Trustee.
(xiv.) 242 shares of Common Stock held in the Samantha Marcus GST Trust, for which Mr. Porter serves as Trustee.
(xvi.) 51,016 shares of Class B Common Stock held in the Marcus GST FBO Joshua Marcus, for which Mr. Porter serves as Trustee.
(xvii.) 197 shares of Common Stock held in the Marcus GST FBO Joshua Marcus, for which Mr. Porter serves as Trustee.
(xviii.) 51,016 shares of Class B Common Stock held in the Marcus GST FBO Max Marcus, for which Mr. Porter serves as Trustee.
(xix.) 197 shares of Common Stock held in the Marcus GST FBO Max Marcus, for which Mr. Porter serves as Trustee.
(xx.) 51,016 shares of Class B Common Stock held in the Marcus GST FBO Eli Marcus, for which Mr. Porter serves as Trustee.
(xxi.) 197 shares of Class Stock held in the Marcus GST FBO Eli Marcus, for which Mr. Porter serves as Trustee.
The trusts, each have the right to receive dividends and proceeds from the sale of securities held thereby. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
| ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
| ||
| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
| ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
| ||
| Item 10. | Certifications: |
Not Applicable
|
| SIGNATURE | |
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.
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