Marine Products declassifies board, removes supermajority, adopts proxy rule changes

In order to facilitate the declassification of the Company’s Board of Directors referenced above, it is expected that each of Gary W. Rollins, Richard A. Hubbell, John F. Wilson, Timothy C. Rollins, Pamela R. Rollins, Susan R. Bell and Amy R. Kreisler will tender his or her resignation from the Board of Directors immediately following the filing of the Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware that effects the declassification, solely for the purpose of shortening their terms as directors of the Company in order that each such director may then be reappointed to the Board for a one-year term that will expire at the 2026 Annual Meeting.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. Adoption of Amended and Restated Bylaws On January 28, 2025, the Marine Products Corporation (the “Company”) Board of Directors approved and adopted amended and restated bylaws (the “Amended and Restated Bylaws”), which became effective the same day. Among other things, the amendments contained in the Amended and Restated Bylaws effected the following changes: · To declassify the Board and instead provide for annual elections of directors beginning with the Company’s 2026 Annual Meeting of stockholders (the “2026 Annual Meeting”).

The Board also approved additional amendments to the Company’s Certificate of Incorporation, subject to stockholder approval, that will be recommended to the Company’s stockholders for approval at the 2025 Annual Meeting of Stockholders, including the following: · To remove a provision specifying the requirements to call a special meeting of stockholders from our Certificate of Incorporation, which would result in the provisions of our Bylaws controlling, which provide that special meetings of the stockholders may be called at any time by the chairman and shall be called by the chairman or secretary on the request in writing or by vote of a majority of the directors or at the request in writing of stockholders of record owning a majority in amount of the capital stock outstanding and entitled to vote; and · To remove a provision from our Certificate of Incorporation requiring a 66.7% vote in order for stockholders to amend our Bylaws.