Item 3.02 Unregistered Sales of Equity Securities.

On March 1, 2022, OneWater Marine Inc. (the "Company") reached an agreement to acquire Denison Yachting ("Denison") for a combination of cash and shares of Class A common stock, par value $0.01, of the Company ("Class A common stock"). The stock portion of the consideration is expected to consist of approximately $10 million in shares of Class A common stock, subject to customary closing adjustments.

Shares of the Company's Class A common stock that will be issued pursuant to the acquisition will be issued in reliance upon Section 4(a)(2) of the Securities Act of 1933, as amended, as sales by an issuer not involving any public offering.

Item 7.01 Regulation FD Disclosure.

On March 2, 2022, the Company issued a press release announcing the acquisition of Denison. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated into this Item 7.01 by reference.

The information furnished pursuant to this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act unless specifically identified therein as being incorporated therein by reference.

Item 9.01 Financial Statements and Exhibits.





(d)     Exhibits.

 Exhibit
 Number                                  Description
  99.1*     Press Release issued by OneWater Marine Inc., dated March 2, 2022.
104         Cover Page Interactive Data File (embedded within the Inline XBRL
            document).



*     Filed herewith.


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