Annual report
Page 1
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K ( Mark One ) X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36155 MARCUS & MILLICHAP , INC . ( Exact name of registrant as specified in its charter ) Delaware ( State or other jurisdiction of incorporation or organization ) 35-2478370 ( I.R.S. Employer Identification No. ) 23975 Park Sorrento , Suite 400 Calabasas , California , 91302 ( Address of principal executive offices , including zip code ) Registrant's telephone number , including area code : ( 818 ) 212-2250 Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ( s ) MMI Title of each class Common Stock , par value $ 0.0001 per share Securities registered pursuant to Section 12 ( g ) of the Act : None Name of each exchange on which registered New York Stock Exchange Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes 区 NO Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes □ No > Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange 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 . Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( § 232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit and such files ) . Yes No Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Non - accelerated filer Accelerated filer Smaller reporting company Emerging growth company If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes No 区 The aggregate market value of the registrant's voting stock held by non - affiliates at June 30 , 2020 was approximately $ 670.5 million , based on the closing price per share of common stock on June 30 , 2020 of $ 28.86 as reported on the New York Stock Exchange . Shares of common stock known by the registrant to be beneficially owned by directors and executive officers of the registrant and 10 % stockholders are not included in the computation . The registrant , however , has made no determination that such persons are " affiliates " within the meaning of Rule 12b - 2 under the Securities Exchange Act of 1934 . As of February 16 , 2021 , there were 39,401,976 shares of the registrant's common stock outstanding . DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's Proxy Statement to be delivered to stockholders in connection with the annual meeting of stockholders to be held on May 4 , 2021 are incorporated by reference into Part III of this Annual Report on Form 10 - K . Such Proxy Statement will be filed with the United States Securities and Exchange Commission ( the " SEC " ) within 120 days of the registrant's fiscal year ended December 31 , 2020 .