Rodriguez Rolando B Form 4 MARCUS / ROLANDO B RODRIGUEZ ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

RODRIGUEZ ROLANDO B

(Last) (First) (Middle)

THE MARCUS CORPORATION

100 E. WISCONSIN AVE., SUITE 1900

(Street)

MILWAUKEE WI 53202

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	02/19/2022		F		2,508	D	$18.18	63,254	D
Common Stock	02/21/2022		F		2,516	D	$18.18	60,738	D
Common Stock	02/22/2022		F		1,382	D	$18.05	59,356	D
Common Stock								4,713	I	By Rodriguez Living Trust
Common Stock								1,152.28(1)	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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							(2)	07/29/2024	Common Stock	3,170		3,170	D
Stock Option (right to buy) (granted 7/28/15)	$20.26							(2)	07/28/2025	Common Stock	17,546		17,546	D
Stock Option (right to buy) (granted 3/1/16)	$18.68							(2)	03/01/2026	Common Stock	12,500		12,500	D
Stock Option (right to buy) (granted 2/28/17)	$31.2							(2)	02/28/2027	Common Stock	20,000		20,000	D
Stock Option (right to buy) (granted 2/27/18)	$27							(3)	02/27/2028	Common Stock	34,000		34,000	D
Stock Option (right to buy) (granted 2/26/19)	$41.9							(3)	02/26/2029	Common Stock	29,500		29,500	D
Stock Option (right to buy) (granted 2/25/20)	$28.88							(3)	02/25/2030	Common Stock	50,000		50,000	D
Stock Option (right to buy) (granted 5/8/20)	$12.71							(3)	05/08/2020	Common Stock	20,000		20,000	D
Stock Option (right to buy)(granted 3/9/21)	$21.84							(3)	03/09/2031	Common Stock	56,500		56,500	D

Explanation of Responses:

1. Balance reflects the most current data available with regard to the reporting person's holdings in the 401(k) Plan.

2. 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.

3. 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.

	/s/ Steven R. Barth, Attorney-in-Fact for Rolando B. Rodriguez	02/23/2022
	** Signature of Reporting Person	Date
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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