OneWater Marine Inc-A 2024年度报告

FORM 10-K (Mark One) xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to __________ OneWater Marine Inc. (Exact Name of Registrant as Specified in its Charter)______________________________________ Delaware83-4330138 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 6275 Lanier Islands ParkwayBuford, Georgia Registrant’s telephone number, including area code: (678) 541-6300______________________________________ Securities registered pursuant to Section 12(b) of the Exchange Act: Title of Each ClassTrading Symbol(s)Name of Each Exchange on WhichRegistered Class A common stock, par value $0.01 pershareONEWThe Nasdaq Global Market Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YesoNox Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. YesoNox Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and(2) has been subject to such filing requirements for the past 90 days. YesxNoo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). YesxNoo Table of Contents Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated fileroNon-accelerated filero Accelerated filerxSmaller reporting companyoEmerging growth companyo If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report.x If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.o Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant's executive officers during the relevant recovery period pursuant to § 240.10D-1(b).o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YesoNox The aggregate market value of the Class A common stock held by non-affiliates of the registrant, based on the closing price of theshares of common shares on The Nasdaq Stock Market on March 31, 2024, was $311,817,071. The registrant had 14,826,496 shares of Class A common stock, par value $0.01 per share, and 1,429,940 shares of Class B commonstock, par value $0.01 per share, outstanding as of November 26, 2024. Auditor’s Name: Grant Thornton LLP Auditor’s Location: Atlanta, GA Auditor’s PCAOB ID Number: 248 DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s Definitive Proxy Statement relating to the 2025 Annual Meeting of Shareholders, to be filed within 120days of the Registrant’s fiscal year ended September 30, 2024, are incorporated by reference into Part III of this Annual Report on Form10-K. TABLE OF CONTENTS PART IItem 1.Business.3Item 1A.Risk Factors16Item 1B.Unresolved Staff Comments.40Item 2.Properties.42Item 3.Legal Proceedings.43Item 4.Mine Safety Disclosures.43PART IIItem 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities.44Item 6.[Reserved]45Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations.45Item 7A.Quantitative and Qualitative Disclosures About Market Risk.69Item 8.Financial Statements and Supplementary Data.70Item 9.Changes in and Disagreem