{"url_path":"/sec/cik-0001005788/13dg/2026-03-13/000110465926027786","section_key":"body","section_title":"SCHEDULE 13D/A body","topic":"sec","document":{"doc_type":"SCHEDULE 13D/A","doc_date":"2026-03-13","source_url":"https://www.sec.gov/Archives/edgar/data/1005788/0001104659-26-027786-index.html","accession_number":"0001104659-26-027786","cik":"0001005788","ticker":null,"issuer_name":"ROLLINS GARY W","edgar_url":"https://www.sec.gov/Archives/edgar/data/1005788/0001104659-26-027786-index.html","primary_entity_key":"0001005788","primary_entity_name":"ROLLINS GARY W"},"word_count":1289,"has_tables":true,"body_markdown":"EX-99.E\n2\ntm268647d1_ex-e.htm\nEXHIBIT E\n\n**Exhibit\nE**\n\n**FIRST AMENDMENT\nTO THE STOCKHOLDERS AGREEMENT**\n\nThis\nfirst amendment (this &ldquo;**Amendment**&rdquo;), dated as of March 11, 2026 to the Stockholders Agreement, dated as of February 5,\n2026 (as the same may be amended, modified or supplemented in accordance with its terms, the &ldquo;**Stockholders Agreement**&rdquo;)\nis entered into by and between MasterCraft Boat Holdings, Inc., a Delaware corporation (the &ldquo;**Company**&rdquo;) and each\nother Person party hereto (each, a &ldquo;**Stockholder**&rdquo; and, collectively, the &ldquo;**Stockholders**&rdquo;). Each of\nthe Stockholders and the Company are referred to hereinafter each as a &ldquo;**Party**&rdquo; and collectively as the &ldquo;**Parties**.&rdquo;\n\nWHEREAS,\nthe Parties entered into the Stockholders Agreement as of February 5, 2026 (the &ldquo;**Original Execution Date**&rdquo;);\n\nWHEREAS,\nSection 6.13 of the Stockholders Agreement permits the parties thereto to amend the Stockholders Agreement by an instrument in writing\nsigned by the Company and the Stockholder Majority;\n\nWHEREAS,\nthe Parties acknowledge and agree that the Stockholders constitute the Stockholder Majority;\n\nWHEREAS,\nthe Parties desire to amend certain terms of the Stockholders Agreement to the extent provided herein; and\n\nWHEREAS,\npursuant to Section 5.17 of that certain Agreement and Plan of Merger, dated February 5, 2026, by and among the Company, Titan\nMerger Sub 1, Inc., Titan Merger Sub 2, Inc. and Marine Products Corporation (&ldquo;**MPX**&rdquo;), the special committee\nof the board of directors of MPX has approved this Amendment and the amendments to the Stockholders Agreement contemplated hereby.\n\nNOW,\nTHEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties hereto agree\nas follows:\n\n*Section 1.         Defined\nTerms; References.*Unless otherwise specifically defined herein, each capitalized term\nused herein that is defined in the Stockholders Agreement has the meaning assigned to such term in the Stockholders Agreement*.*\n\n*Section 2.         Amendments\nto the Stockholders Agreement*. Section 2.4(d) of the Stockholders Agreement is hereby deleted in its entirety and replaced\nwith the following text:\n\n&ldquo;(d)         Directors\nmay be subject to removal or disqualification pursuant to the applicable provisions of the Charter, Bylaws and applicable Law.&rdquo;\n\n*Section 3.         Effect\nof Amendments*. From and after the date hereof, each reference in the Stockholders Agreement (or in any and all instruments or documents\nprovided for in the Stockholders Agreement or delivered or to be delivered thereunder or in connection therewith) to &ldquo;this Agreement&rdquo;,\n&ldquo;hereunder&rdquo;, &ldquo;hereof&rdquo;, &ldquo;herein&rdquo;, or words of like import shall, except where the context otherwise\nrequires, be deemed a reference to the Stockholders Agreement as amended hereby. No reference to this Amendment need be made in any instrument\nor document at any time referring to the Stockholders Agreement, and a reference to the Stockholders Agreement in any of such instruments\nor documents will be deemed to be a reference to the Stockholders Agreement as amended hereby. The Parties agree that all references\nin the Stockholders Agreement to &ldquo;the date hereof&rdquo; or &ldquo;the date of this Agreement&rdquo; shall refer to the Original\nExecution Date. The Stockholders Agreement shall not be modified by this Amendment in any respect except as expressly set forth herein.\n\n*Section 4.         Other\nProvisions*. Section 6.1 (Expenses), Section 6.5 (Mutual Drafting; Interpretation), Section 6.6 (Severability), Section 6.9\n(Further Assurances), Section 6.10 (Governing Law; Consent to Jurisdiction; Waiver of Trial by Jury), Section 6.11 (Counterparts)\nand Section 6.13 (Amendment; Reliance) of the Stockholders Agreement are hereby incorporated herein by reference, *mutatis mutandis*.\n\n*[Remainder of\nPage Intentionally Left Blank]*\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized.\n\nMASTERCRAFT BOAT HOLDINGS, INC.\n\nBy:\n/s/ Bradley M. Nelson\n\nName: Bradley M. Nelson\n\nTitle: Chief Executive Officer\n\n*[Signature\nPage to First Amendment to the Stockholders Agreement]*\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized.\n\n/s/ Gary W. Rollins\n\nGary W. Rollins\n\n*[Signature\nPage to First Amendment to the Stockholders Agreement]*\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized.\n\nR. Randall Rollins Voting Trust\nU/A dated August 25, 1994\n\nBy:\n/s/\nAmy R. Kreisler\n\nName: Amy R. Kreisler\n\nTitle: Co-Trustee\n\nBy:\n/s/ Pamela R.\nRollins\n\nName: Pamela R. Rollins\n\nTitle: Co-Trustee\n\nBy:\n/s/ Timothy C.\nRollins\n\nName: Timothy C. Rollins\n\nTitle: Co-Trustee\n\n*[Signature\nPage to First Amendment to the Stockholders Agreement]*\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized.\n\n**LOR, Inc.**\n\nBy:\n/s/ Gary W. Rollins\n\nName:\nGary W. Rollins\n\nTitle:\nPresident\n\n*[Signature Page to\nFirst Amendment to the Stockholders Agreement]*\n\n* *\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized.\n\n**RCTLOR, LLC**\n\nBy: LOR, Inc.\n\nIts: Manager\n\nBy:\n/s/ Gary W. Rollins\n\nName:\nGary W. Rollins\n\nTitle:\nPresident\n\n*[Signature\nPage to First Amendment to the Stockholders Agreement]*\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized.\n\n**Rollins Holding Company, Inc.**\n\nBy:\n/s/ Gary W. Rollins\n\nName:\nGary W. Rollins\n\nTitle:\nPresident\n\n*[Signature\nPage to First Amendment to the Stockholders Agreement]*\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized.\n\n**WNEG Investments, L.P.**\n\nBy: WNEG Management Company, LLC\n\nIts: General Partner\n\nBy:\n/s/ Gary W. Rollins\n\nName:\nGary W. Rollins\n\nTitle:\nSole Manager and Member\n\n*[Signature\nPage to First Amendment to the Stockholders Agreement]*\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized.\n\n**RFT Investment Company, LLC**\n\nBy: LOR, Inc.\n\nIts: Manager\n\nBy:\n/s/ Gary W. Rollins\n\nName:\nGary W. Rollins\n\nTitle:\nPresident\n\n*[Signature\nPage to First Amendment to the Stockholders Agreement]*\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized.\n\n/s/ Amy R. Kreisler\n\nAmy R. Kreisler\n\n*[Signature\nPage to First Amendment to the Stockholders Agreement]*\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized.\n\n**The Gary W. Rollins Revocable Trust**\n\nBy:\n/s/ Gary W. Rollins\n\nName:\nGary W. Rollins\n\nTitle:\nTrustee\n\n*[Signature\nPage to First Amendment to the Stockholders Agreement]*\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized ed.\n\n/s/ Pamela R. Rollins\n\nPamela R. Rollins\n\n*[Signature\nPage to First Amendment to the Stockholders Agreement]*\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized.\n\n/s/ Timothy C. Rollins\n\nTimothy C. Rollins\n\n*[Signature\nPage to First Amendment to the Stockholders Agreement]*\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized.\n\n**RFA Management Company, LLC**\n\nBy: LOR, Inc.\n\nIts: Manager\n\nBy:\n/s/ Gary W. Rollins\n\nName:\nGary W. Rollins\n\nTitle:\nPresident\n\n*[Signature\nPage to First Amendment to the Stockholders Agreement]*\n\nIN\nWITNESS WHEREOF, the Parties have caused this Amendment to be executed, as of the date first written above, by their respective officers\nthereunto duly authorized.\n\n**The Margaret H. Rollins 2014 Trust**\n\nBy: Nevada Oversight, Inc.\n\nIts: Trustee\n\nBy:\n/s/ Wesley N. Slagle\n\nName:\nWesley N. Slagle\n\nTitle:\nPresident\n\n*[Signature\nPage to First Amendment to the Stockholders Agreement]*"}