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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/11/20 Marcus & Millichap, Inc. 10-Q 3/31/20 100:11M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 1.28M
2: EX-10.1 Material Contract HTML 45K
3: EX-31.1 Certification -- §302 - SOA'02 HTML 38K
4: EX-31.2 Certification -- §302 - SOA'02 HTML 38K
5: EX-32.1 Certification -- §906 - SOA'02 HTML 34K
18: R1 Cover Page HTML 85K
66: R2 Condensed Consolidated Balance Sheets HTML 132K
83: R3 Condensed Consolidated Balance Sheets HTML 60K
(Parenthetical)
44: R4 Condensed Consolidated Statements of Net and HTML 115K
Comprehensive Income
17: R5 Condensed Consolidated Statements of Net and HTML 37K
Comprehensive Income (Parenthetical)
65: R6 Condensed Consolidated Statements of Stockholders' HTML 67K
Equity
82: R7 Condensed Consolidated Statements of Cash Flows HTML 130K
45: R8 Description of Business and Basis of Presentation HTML 45K
14: R9 Accounting Policies and Recent Accounting HTML 63K
Pronouncements
79: R10 Property and Equipment, Net HTML 49K
68: R11 Operating Leases HTML 87K
16: R12 Investments in Marketable Debt Securities HTML 249K
47: R13 Acquisitions, Goodwill and Other Intangible Assets HTML 95K
78: R14 Selected Balance Sheet Data HTML 158K
67: R15 Notes Payable to Former Stockholders HTML 34K
15: R16 Related-Party Transactions HTML 42K
46: R17 Fair Value Measurements HTML 292K
81: R18 Stockholders' Equity HTML 39K
64: R19 Stock-Based Compensation Plans HTML 115K
32: R20 Income Taxes HTML 66K
39: R21 Earnings per Share HTML 76K
100: R22 Commitments and Contingencies HTML 43K
62: R23 Subsequent Events HTML 37K
31: R24 Description of Business and Basis of Presentation HTML 101K
(Policies)
38: R25 Property and Equipment, Net (Tables) HTML 46K
99: R26 Operating Leases (Tables) HTML 92K
61: R27 Investments in Marketable Securities (Tables) HTML 249K
30: R28 Acquisitions, Goodwill and Other Intangible Assets HTML 95K
(Tables)
40: R29 Selected Balance Sheet Data (Tables) HTML 155K
42: R30 Fair Value Measurements (Tables) HTML 280K
11: R31 Stock-Based Compensation Plans (Tables) HTML 112K
69: R32 Income Taxes (Tables) HTML 64K
84: R33 Earnings per Share (Tables) HTML 76K
43: R34 Description of Business and Basis of Presentation HTML 40K
- Additional Information (Detail)
12: R35 Accounting Policies and Recent Accounting HTML 70K
Pronouncements - Additional Information (Detail)
70: R36 Property and Equipment, Net - Schedule of Property HTML 45K
and Equipment, Net (Detail)
85: R37 Property and Equipment, Net - Additional HTML 40K
Information (Detail)
41: R38 Operating Leases - Additional Information (Detail) HTML 34K
13: R39 Operating Leases - Schedule of Operating Lease HTML 41K
Cost, Included in Selling, General and
Administrative Expense (Detail)
36: R40 Operating Leases - Maturities of lease liabilities HTML 50K
(Detail)
27: R41 Operating Leases - Schedule of Supplemental Cash HTML 40K
Flow Information and Noncash Activity Related to
Operating Leases (Detail)
56: R42 Operating Leases - Schedule of Other Information HTML 36K
Related to Operating Leases (Detail)
94: R43 Investments in Marketable Securities - Schedule of HTML 77K
Amortized Cost and Fair Value of Marketable
Securities, Available-for-Sale, by Type of
Security (Detail)
37: R44 Investments in Marketable Securities - Amortized HTML 63K
Cost and Fair Value of Investments in Available
for Sale Securities (Detail)
28: R45 Investments in Marketable Securities - Additional HTML 53K
Information (Detail)
57: R46 Investments in Marketable Securities - Gross HTML 35K
Realized Gains and Losses from Sale of Available
for Sale Securities (Detail)
95: R47 Investments in Marketable Securities - Schedule of HTML 65K
Amortized Cost and Fair Value of Marketable
Securities, Available-for-Sale, by Contractual
Maturity (Detail)
35: R48 Acquisitions, Goodwill and Other Intangible Assets HTML 32K
- Additional Information (Detail)
29: R49 Acquisitions, Goodwill and Other Intangible Assets HTML 51K
- Summary of Goodwill and Intangible Assets
(Detail)
24: R50 Acquisitions, Goodwill and Other Intangible Assets HTML 34K
- Summary of Goodwill and Intangible Assets
(Parenthetical) (Detail)
54: R51 Acquisitions, Goodwill and Other Intangible Assets HTML 41K
- Summary of Net Change in Carrying Value of
Goodwill (Detail)
88: R52 Acquisitions, Goodwill and Other Intangible Assets HTML 48K
- Schedule of Estimated Amortization Expense for
Intangible Assets (Detail)
72: R53 Selected Balance Sheet Data - Schedule of Advances HTML 37K
and Loans, Net (Detail)
23: R54 Selected Balance Sheet Data - Schedule of Other HTML 45K
Assets (Detail)
53: R55 Selected Balance Sheet Data - Schedule of Other HTML 33K
Assets (Parenthetical) (Detail)
87: R56 Selected Balance Sheet Data - Summary of Net HTML 42K
Change in Carrying Value of MSRs (Detail)
71: R57 Selected Balance Sheet Data - Additional HTML 76K
Information (Detail)
22: R58 Selected Balance Sheet Data - Components of HTML 55K
Deferred Compensation and Commissions (Detail)
55: R59 Selected Balance Sheet Data - Summary of Net HTML 36K
Change in Carrying Value of Assets Held in Rabbi
Trust and Deferred Compensation Liability (Detail)
97: R60 Selected Balance Sheet Data - Schedule of Other HTML 38K
Liabilities (Detail)
60: R61 Selected Balance Sheet Data - Schedule of Other HTML 43K
Liabilities (Parenthetical) (Detail)
26: R62 Notes Payable to Former Stockholders - Additional HTML 38K
Information (Detail)
34: R63 Related-Party Transactions - Additional HTML 58K
Information (Detail)
96: R64 Fair Value Measurements - Schedule of Assets and HTML 165K
Liabilities at Fair Value on Recurring Basis
(Detail)
59: R65 Fair Value Measurements - Schedule of HTML 44K
Reconciliation of Contingent Consideration
Measured at Fair Value on Recurring Basis (Detail)
25: R66 Fair Value Measurements - Schedule of HTML 33K
Reconciliation of Contingent Consideration
Measured at Fair Value on Recurring Basis
(Parenthetical) (Detail)
33: R67 Fair Value Measurements - Schedule of Fair Value HTML 64K
Liabilities Measured On Recurring Basis Valuation
Techniques (Detail)
98: R68 Fair Value Measurements - Schedule of Fair Value HTML 61K
Liabilities Measured On Non-Recurring Basis
Valuation Techniques (Detail)
58: R69 Fair Value Measurements - Additional Information HTML 48K
(Detail)
73: R70 Stockholders' Equity - Additional Information HTML 52K
(Detail)
90: R71 Stock-Based Compensation Plans - 2013 Omnibus HTML 38K
Equity Incentive Plan - Award Limitations -
Additional Information (Detail)
48: R72 Stock-Based Compensation Plans - 2013 Omnibus HTML 58K
Equity Incentive Plan - Additional Information
(Detail)
19: R73 Stock-Based Compensation Plans - Outstanding HTML 80K
Awards Under 2013 Omnibus Equity Incentive Plan
(Detail)
76: R74 Stock-Based Compensation Plans - Outstanding HTML 34K
Awards Under 2013 Omnibus Equity Incentive Plan
(Parenthetical) (Detail)
93: R75 Stock-Based Compensation Plans - Employee Stock HTML 55K
Purchase Plan - Additional Information (Detail)
51: R76 Stock-Based Compensation Plans - Amendments to HTML 38K
Restricted Stock and SARs - Additional Information
(Detail)
21: R77 Stock-Based Compensation Plans - Schedule of HTML 39K
Future Share Settlements (Detail)
77: R78 Stock-Based Compensation Plans - Stock-Based HTML 46K
Compensation Expense (Detail)
89: R79 Income Taxes - Components of Provision for Income HTML 69K
Taxes and Income before Provision for Income Taxes
(Detail)
74: R80 Income Taxes - Additional Information (Detail) HTML 34K
91: R81 Earnings per Share - Computation of Basic and HTML 70K
Diluted Earnings Per Share, Including Antidilutive
Securities Excluded from Computation of Earnings
Per Share (Detail)
49: R82 Earnings per Share - Computation of Basic and HTML 39K
Diluted Earnings Per Share, Including Antidilutive
Securities Excluded from Computation of Earnings
Per Share (Parenthetical) (Detail)
20: R83 Commitments and Contingencies - Additional HTML 64K
Information Credit Agreement (Detail)
75: R84 Commitments and Contingencies - Additional HTML 33K
Information Other (Detail)
92: R85 Subsequent Events - Additional Information HTML 38K
(Detail)
80: XML IDEA XML File -- Filing Summary XML 191K
52: XML XBRL Instance -- d183092d10q_htm XML 3.24M
86: EXCEL IDEA Workbook of Financial Reports XLSX 97K
7: EX-101.CAL XBRL Calculations -- mmi-20200331_cal XML 201K
8: EX-101.DEF XBRL Definitions -- mmi-20200331_def XML 748K
9: EX-101.LAB XBRL Labels -- mmi-20200331_lab XML 1.43M
10: EX-101.PRE XBRL Presentations -- mmi-20200331_pre XML 1.13M
6: EX-101.SCH XBRL Schema -- mmi-20200331 XSD 240K
50: JSON XBRL Instance as JSON Data -- MetaLinks 407± 658K
63: ZIP XBRL Zipped Folder -- 0001193125-20-138459-xbrl Zip 233K
| EX-10.1 |
Exhibit 10.1
CONSULTING SERVICES AGREEMENT
This Consulting Services Agreement (“Agreement”) is made as of January 1, 2020 (“Effective Date”) (by and between L5K Investments, Inc. (“CONSULTANT”), and Marcus & Millichap, Inc. (“Marcus & Millichap”) wherein Marcus & Millichap engages CONSULTANT to provide consulting services. Therefore, CONSULTANT and Marcus & Millichap agree as follows:
| 1. | TERM & CANCELLATION |
1.1 The Agreement shall commence on the Effective Date and continue until terminated by either Party in its discretion upon thirty (30) days written notice. Such termination shall not prejudice any rights and remedies herein.
| 2. | SERVICES & COMPENSATION |
2.1. CONSULTANT will provide Marcus & Millichap with the services identified in Exhibit A attached hereto (“Services”). In consideration for the above consulting services, Marcus & Millichap shall pay CONSULTANT a fee as set forth in Exhibit A (“Fee”). Any Fee due to CONSULTANT shall be the full and complete payment owed under this Agreement. Marcus & Millichap shall reimburse CONSULTANT any expenses related to business travel, attending meetings or other events on behalf of Marcus & Millichap. Any such expense above $2,500 must be approved in advance by the CEO.
| 3. | CONFIDENTIALITY |
3.1 With respect to the sharing of confidential and proprietary information and solicitation, CONSULTANT and Marcus & Millichap agree to the terms and conditions of this Paragraph 3. The provisions of this Paragraph 3 shall be binding upon CONSULTANT and its principals, employees, agents, officers, directors, and contractors (collectively “Consultant Parties”), and CONSULTANT shall indemnify, defend, and hold Marcus & Millichap harmless for any violations of such provisions by Consultant Parties.
3.2 “Confidential Information” is to be construed broadly to include, but not be limited to all information regarding conveyed under or in furtherance of the Services to be provided, including all financial, proprietary information, and other information relating to Marcus & Millichap or its affiliates, related entities, employees, officers, contractors, and salespersons, including without limitation, any information or material pertaining to products, formulae, specifications, designs, processes, plans, policies, procedures, employees, salespersons, work conditions, legal and regulatory affairs, assets, inventory, discoveries, trademarks, patents, packaging, distribution, sales, marketing, expenses, financial statements and data; business strategies, methodologies, and endeavors; software, hardware, APIs, and IS systems and technologies; customer, client, agent, salesperson, and supplier lists and procurement and retention; costs of goods, services, and relationships with third parties. Confidential Information also includes any notes, analyses, compilations, studies or other material or documents prepared by the recipient party which contain, reflect or are based, in whole or in part, on the Confidential Information. Confidential Information further includes this Agreement, and all discussions and communications. Information will not be considered Confidential Information if: (a) at the time of disclosure or thereafter, it is or becomes part of the public domain without the fault or action of either party; (b) a party can show through tangible records that it already knew the information before it was disclosed; or (c) a party obtained such information through legitimate, competitive means or from a third party without breach of an obligation of confidentiality that is known to the receiving party. The Parties understand and agree that all Confidential Information provided to the other is being provided for the sole purpose of facilitating this Agreement, that no Confidential Information would be provided otherwise, and that such Confidential Information may be used for no other purpose.
1
3.3 CONSULTANT understands that Marcus & Millichap is a publicly held company, which is subject to securities laws, and CONSULTANT and its representatives, agents, employees, directors, and officers cannot trade in Marcus & Millichap, Inc. stock on the basis of material non-public information.
| 4. | MISCELLANEOUS |
4.1. Assignment. Neither party may assign this Agreement, or any interest, right or obligation under it, either voluntarily or by operation of law, without the written consent of the other party.
4.2. Independent Contractor. Nothing contained in this Agreement or in the relationship of CONSULTANT and Marcus & Millichap shall be deemed to constitute an employee/employer relationship, partnership, joint venture, or any other relationship between CONSULTANT and Marcus & Millichap except for the independent contractor relationship described in this Agreement. CONSULTANT’S authority is limited solely to performing the Services set forth herein in accordance with the terms of this Agreement. CONSULTANT does not have any authority to execute any agreements for or on behalf of Marcus & Millichap and is not granted any authority to assume or create any obligation or liability or to make any representation, covenant, agreement or warranty, express or implied, on Marcus & Millichap’s behalf or to bind Marcus & Millichap in any manner.
4.3 Authority. Each party represents that it has the authority to enter and sign this Agreement. The individuals signing this Agreement represent that they are authorized signatories.
4.4 Survival. This Agreement is binding upon the parties hereto and their respective successors and assigns. The term “CONSULTANT” and “Marcus & Millichap” includes affiliates, successors, and assigns.
4.5 Law and Interpretation. This Agreement shall be governed by and interpreted in accordance with the laws of the State of Delaware, without regard to its conflicts of laws principles, with venue in Los Angeles Superior Court. This Agreement shall not be construed negatively against a party based on that party’s drafting of the Agreement.
4.6 Severability. If any provision of this Agreement is held invalid, illegal or unenforceable for any reason, the provision shall be modified by the court to render it enforceable, and the remainder of the provisions will continue in full force and effect as if this Agreement had been executed with the invalid provision eliminated.
4.7 Entire Agreement. Nothing herein shall modify any rights or obligations of the parties hereto under any outstanding equity agreements, or any provisions governing Consultant’s post-employment obligations under the Employment Agreement dated March 31, 2016. This Agreement constitutes the entire agreement between CONSULTANT and Marcus & Millichap regarding the subject matter herein and supersedes all prior discussions. No modification of this Agreement will be effective unless made in writing and signed by both CONSULTANT and Marcus & Millichap.
| CONSULTANT | Marcus & Millichap | |||||||
| By: |
|
By: |
| |||||
| Name: |
Mitch LaBar | Name: | Hessam Nadji | |||||
| Title: |
President |
|
Title: | President | ||||
2
EXHIBIT A
SERVICES AND COMPENSATION
The following describes the scope of Services under the Agreement and related compensation. CONSULTANT shall provide the Services on the dates reasonably requested by Marcus & Millichap in writing.
| DESCRIPTION OF SERVICE |
COMPENSATION | |
| CONSULTANT shall provide Marcus & Millichap with the following Services:
Executive, operational, and project management consulting and advisement. Such services are to be performed by Mitchell R. LaBar as directed by Marcus & Millichap’s Chief Executive Officer. CONSULTANT and Marcus & Millichap expect such Services to require approximately twenty-five (25) hours per month. |
Marcus & Millichap shall pay CONSULTANT a Fee as follows, which shall be the entire payment for the Services.
Fee: $10,000 per month. CONSULTANT shall provide Marcus & Millichap with a W-9 for such payments. |
| Acknowledged and Agreed | ||||||||
| Initials: |
|
Initials: |
| |||||
| CONSULTANT |
Marcus & Millichap | |||||||
| Date: |
1/21/2020 | 11:00:14 PST |
Date: | 1/23/20 | |||||
3
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 5/11/20 | |||
| For Period end: | 3/31/20 | |||
| 1/1/20 | ||||
| 3/31/16 | 10-Q, 3, 4 | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/01/21 Marcus & Millichap, Inc. 10-K 12/31/20 110:13M Donnelley … Solutions/FA |