secwatch / observer

Planet Fitness, Inc. — fact timeline

Source-grounded facts extracted from Planet Fitness, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

PLNT Planet Fitness, Inc. JSON
Shareholder Votes

Planet Fitness, Inc. shareholders approved Advisory approval of named executive officer compensation at the 2026-05-05 meeting.

“Proposal No. 3 was the approval, on an advisory basis, of the compensation of the Company’s named executive officer. The results of the vote were as follows: For Against Abstain Broker Non-Vote 69,386,339 2,814,178 119,344 1,676,635”
Shareholder Votes

Planet Fitness, Inc. shareholders approved Ratification of appointment of KPMG LLP as independent registered public accounting firm for year ending December 31, 2026 at the 2026-05-05 meeting.

“Proposal No. 2 was the ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026. The results of the vote were as follows: For Against Abstain Broker Non-Vote 72,365,638 1,584,784 46,074 —”
Shareholder Votes

Planet Fitness, Inc. shareholders approved Election of Directors at the 2026-05-05 meeting.

“Proposal No. 1 was the election of four nominees to serve as directors of the Company, each for a term of three years. The results of the vote were as follows: Nominee Votes For Votes Withheld Broker Non-Votes Stephen Spinelli, Jr. 53,137,536 19,182,325 1,676,635 Colleen Keating 70,826,011 1,493,850 1,676,635 Enshalla Anderson 66,673,987 5,645,874 1,676,635 Steve Beard 72,115,474 204,387 1,676,635”
Earnings Releases

Planet Fitness, Inc. reported the quarter ended March 31, 2026 results: revenue $337.2 million, net income $51.6 million, or $0.65 per diluted share.

“reported financial results for its first quarter ended March 31, 2026. First Quarter Fiscal 2026 Highlights • Total revenue increased from the prior year period by 21.9% to $337.2 million. • System-wide same club sales increased 3.5%. • System-wide sales increased $88.0 million to $1.4 billion, from $1.3 billion in the prior year period. • Net income attributable”
Material Agreements

Planet Fitness, Inc. entered into Variable Funding Note Purchase Agreement with Morgan Stanley Bank, N.A., as provider of letters of credit and Morgan Stanley Asset Funding, Inc., as administrative agent valued at up to $75 million in Series 2025-1 Variable Funding Senior Notes, Class A-1 (effective 2025-12-15).

“Drawings and certain additional terms related to the Variable Funding Notes are governed by the Class A-1 Note Purchase Agreement dated as of the Closing Date (the “Variable Funding Note Purchase Agreement”) among the Master Issuer, the Guarantors, the Manager, certain conduit investors, financial institutions and funding agents, and Morgan Stanley Bank, N.A., as provider of letters of credit and Morgan Stanley Asset Funding, Inc., as administrative agent.”
Material Agreements

Planet Fitness, Inc. entered into Series 2025-1 Supplement with Citibank, N.A., as trustee and securities intermediary valued at $400 million in aggregate principal amount of Series 2025-1 5.274% Fixed Rate Senior Secured Notes, (effective 2025-12-15).

“The Notes were issued under an Amended and Restated Base Indenture dated as of February 10, 2022 (the “ A&R Base Indenture ”), a copy of which is filed as Exhibit 4.1 to the Current Report on Form 8-K filed by the Company on February 10, 2022, as amended by the Supplement No. 1 to A&R Base Indenture dated as of June 12, 2024 (the “Supplement No. 1”), a copy of which is filed as Exhibit 4.1 to the Current Report on Form 8-K filed by the Company on June 12, 2024, and as further amended by the Supplement No. 2 to A&R Base Indenture dated as of the Closing Date (the “ Supplement No. 2 ”), a copy of which is attached to this Form 8-K as Exhibit 4.1, and the related Series 2025-1 Supplement, dated as of the Closing Date (the “ Series 2025-1 Supplement ” and collectively with the A&R Base Indenture, the Supplement No. 1 and the Supplement No. 2, the “ Indenture ”) and a copy of the Series 2025-1 Supplement, which is attached to this Form 8-K as Exhibit 4.2, each between the Master Issuer and”
Debt Financings

Planet Fitness, Inc. incurred revolving credit of up to $75 million in Series 2025-1 Variable Funding Senior Notes, Class A-1 with Morgan Stanley Bank, N.A., Morgan Stanley Asset Funding, Inc., and certain conduit investors at per annum rates equal to (i) one, three or six month term SOFR plus 185 basis po maturing It is anticipated that the principal and interest on the Variable Funding Notes will be repaid in full on or prior to December 2030, subject to two additional o.

“the Master Issuer also entered into the previously announced revolving financing facility that allows for the issuance of up to $75 million in Series 2025-1 Variable Funding Senior Notes, Class A-1 (the “Variable Funding Notes”), and certain letters of credit, all of which are currently undrawn”
Material Agreements

Planet Fitness, Inc. entered into Purchase Agreement with Guggenheim Securities, LLC valued at $750 million aggregate principal amount (effective 2025-12-05).

“entered into a Note Purchase Agreement (the “ Purchase Agreement ”), with Guggenheim Securities, LLC, as representative of the several initial purchasers, relating to the issuance and sale of $750 million aggregate principal amount of notes consisting of $400 million Series 2025-1 5.274% Fixed Rate Senior Secured Notes, Class A-2-I”
Governance Changes

Planet Fitness, Inc.: Removal of supermajority voting requirements, removal of certain obsolete provisions, and limitation of liability of certain officers (effective 2025-05-08).

“As discussed in Item 5.07 below, upon the recommendation of the Board, at the Annual Meeting the stockholders of the Company approved amendments to the Company’s Second Restated Certificate of Incorporation regarding the removal of supermajority voting requirements, removal of certain obsolete provisions, and the limitation of liability of certain officers (the “Charter Amendments”).”
Governance Changes

Planet Fitness, Inc.: Amended and restated Bylaws to adopt proxy access for director nominations and make conforming, clarifying, administrative changes (effective 2025-03-12).

“On March 12, 2025, the Board of Directors of Planet Fitness, Inc. (the “Company”) approved the amendment and restatement of the Company’s Bylaws (as so amended and restated, the “Bylaws”), which became effective upon approval.”

Jay Stasz was appointed as Principal Accounting Officer at Planet Fitness, Inc..

“the Company has designated Jay Stasz to serve as the Company’s principal accounting officer, as of the Effective Date”

Brian O’Donnell was appointed as SVP, Financial Planning & Analysis, Tax and Treasury at Planet Fitness, Inc..

“Brian O’Donnell, who currently serves as SVP, Chief Accounting Officer, will move into the role of SVP, Financial Planning & Analysis, Tax and Treasury”

Jennifer Simmons was appointed as Chief Strategy Officer at Planet Fitness, Inc..

“Jennifer Simmons, who currently serves as Division President, Corporate Clubs, will move into the role of Chief Strategy Officer”

Bill Bode was appointed as Chief Operating Officer at Planet Fitness, Inc..

“Bill Bode, who currently serves as Division President, U.S. Franchise, will move into the role of Chief Operating Officer”

Tom Fitzgerald departed as Principal Financial Officer at Planet Fitness, Inc..

“as of November 15, 2024, at which time Tom Fitzgerald will no longer serve as the Company’s principal financial officer.”

Jay Stasz was appointed as Chief Financial Officer at Planet Fitness, Inc..

“On October 30, 2024, Planet Fitness, Inc. (the “Company”) announced the appointment of Jay Stasz, age 57, as Chief Financial Officer (“CFO”) of the Company.”

Tom Fitzgerald departed as Chief Financial Officer at Planet Fitness, Inc..

“the Company entered into a transition agreement (the “Transition Agreement”) and a consulting agreement (the “Consulting Agreement”) with the Company’s Chief Financial Officer, Tom Fitzgerald, in order to provide the Company additional time to identify, retain and onboard its next Chief Financial Officer.”
Shareholder Votes

Planet Fitness, Inc. shareholders approved Frequency of advisory vote on named executive officer compensation at the 2024-04-30 meeting.

“The results of the vote were as follows: 1 Year 2 Years 3 Years Broker Non-Vote 77,629,216 4,292 1,052,679 2,360,197”
Shareholder Votes

Planet Fitness, Inc. shareholders approved Advisory vote on named executive officer compensation at the 2024-04-30 meeting.

“The results of the vote were as follows: For Against Abstain Broker Non-Vote 73,911,350 4,771,817 28,189 2,360,197”
Shareholder Votes

Planet Fitness, Inc. shareholders approved Ratification of the appointment of KPMG LLP as independent registered public accounting firm for the year ending December 31, 2024 at the 2024-04-30 meeting.

“The results of the vote were as follows: For Against Abstain Broker Non-Vote 79,399,299 1,648,605 23,649 0”
Shareholder Votes

Planet Fitness, Inc. shareholders approved Election of two nominees to serve as directors, each for a term of three years at the 2024-04-30 meeting.

“The results of the vote were as follows: Nominee Votes For Votes Withheld Broker Non-Votes Bernard Acoca 58,670,968 20,040,388 2,360,197 Frances Rathke 75,107,266 3,604,130 2,360,197”

Craig Benson resigned as Interim Chief Executive Officer at Planet Fitness, Inc..

“Gov. Benson will resign as Interim Chief Executive Officer as of the Effective Date, but will continue to serve as a member of the Board.”

Colleen Keating was elected as Director at Planet Fitness, Inc..

“Also on the Effective Date, Ms. Keating will join the Company’s Board of Directors (the “Board”), as a Class II director, to serve until the Company’s2026 annual meeting of stockholders.”

Colleen Keating was appointed as Chief Executive Officer at Planet Fitness, Inc..

“On April 16, 2024, Planet Fitness, Inc. (the “Company”) announced the appointment of Colleen Keating, age 55, as Chief Executive Officer (“CEO”) of the Company, effective June 10, 2024 ( the “Effective Date”).”
Earnings Releases

Planet Fitness, Inc. reported year ended December 31, 2023 results: revenue $1.1 billion, net income $138.3 million, or $1.62 per diluted share.

“during the period, bringing system-wide total stores to 2,575 as of December 31, 2023. Fiscal Year 2023 Highlights • Total revenue increased from the prior year by 14.4% to $1.1 billion. • System-wide same store sales increased 8.7%. • Net income attributable to Planet Fitness, Inc. was $138.3 million, or $1.62 per diluted share, compared to $99.4 million, or”
Earnings Releases

Planet Fitness, Inc. reported quarter ended December 31, 2023 results: revenue $285.1 million, net income $35.3 million, or $0.41 per diluted share.

“we communicated at the time of our initial public offering in 2015.” Fourth Quarter Fiscal 2023 Highlights • Total revenue increased from the prior year period by 1.4% to $285.1 million. • System-wide same store sales increased 7.7%. • Net income attributable to Planet Fitness, Inc. was $35.3 million, or $0.41 per diluted share, compared to $33.7 million, or”

Tom Fitzgerald departed as Chief Financial Officer at Planet Fitness, Inc..

“Tom Fitzgerald notified the Company of his decision to retire as the Company’s Chief Financial Officer (“CFO”), effective as of September 1, 2024.”
Earnings Releases

Planet Fitness, Inc. reported year ended December 31, 2023 results: revenue $1.1 billion, net income $138.3 million, EPS $1.62 per diluted share.

“during the period, bringing system-wide total stores to 2,575 as of December 31, 2023. Fiscal Year 2023 Highlights • Total revenue increased from the prior year by 14.4% to $1.1 billion. • System-wide same store sales increased 8.7%. • Net income attributable to Planet Fitness, Inc. was $138.3 million, or $1.62 per diluted share, compared to $99.4 million, or”
Earnings Releases

Planet Fitness, Inc. reported fourth quarter ended December 31, 2023 results: revenue $285.1 million, net income $35.3 million, EPS $0.41 per diluted share.

“we communicated at the time of our initial public offering in 2015.” Fourth Quarter Fiscal 2023 Highlights • Total revenue increased from the prior year period by 1.4% to $285.1 million. • System-wide same store sales increased 7.7%. • Net income attributable to Planet Fitness, Inc. was $35.3 million, or $0.41 per diluted share, compared to $33.7 million, or”

Tom Fitzgerald departed as Chief Financial Officer at Planet Fitness, Inc..

“On February 19, 2024, Tom Fitzgerald notified the Company of his decision to retire as the Company’s Chief Financial Officer (“CFO”), effective as of September 1, 2024.”

Christopher Rondeau resigned as Director at Planet Fitness, Inc..

“On February 15, 2024, Christopher Rondeau resigned from the Planet Fitness, Inc. (the “Company”) board of directors (the “Board”).”
Earnings Releases

Planet Fitness, Inc. reported third quarter ended September 30, 2023 results: revenue $277.6 million, net income $41.3 million, EPS $0.46 per diluted share.

“to set us and our franchisees up for continued long-term sustainable growth.” Third Quarter Fiscal 2023 results • Total revenue increased from the prior year period by 13.6% to $277.6 million. • System-wide same store sales increased by 8.4%. • System-wide sales increased $124.8 million to $1,092.9 million, from $968.1 million in the prior year period. • Net income”
Governance Changes

Planet Fitness, Inc.: The Board waived certain provisions of the Company's Code of Ethics and Code of Ethics for Senior Executive and Financial Officers regarding existing business interests of the interim CEO, subject to compliance with addendum conditions (effective 2023-10-31).

“The Board has waived the requirements under the Company’s Code of Ethics and Code of Ethics for Senior Executive and Financial Officers with respect to the Existing Benson Activities carried out in the ordinary course, subject to Benson’s compliance with the conditions set forth in the Addendum, including compliance with Company policy requiring Board or Audit Committee approval of transactions in which Benson has an interest.”

Benson was appointed as Interim Chief Executive Officer at Planet Fitness, Inc..

“This Current Report on Form 8-K/A amends the Original 8-K to include information about Benson’s compensatory arrangements in connection with his appointment as Interim Chief Executive Officer.”

Craig R. Benson was appointed as Interim Chief Executive Officer at Planet Fitness, Inc..

“appointed Craig R. Benson, a member of the Company’s Board, as Interim Chief Executive Officer, effective immediately.”

Chris Rondeau departed as Chief Executive Officer at Planet Fitness, Inc..

“resulting in Chris Rondeau’s departure as the Company’s CEO, effective as of September 15, 2023.”
Earnings Releases

Planet Fitness, Inc. reported second quarter ended June 30, 2023 results: revenue $286.5 million, net income $41.1 million, or $0.48 per diluted share, EPS $0.48 per diluted share. Guidance reaffirmed.

“quarter reflecting our strong balance sheet and confidence in the future.” Second Quarter Fiscal 2023 results • Total revenue increased from the prior year period by 27.6% to $286.5 million. • System-wide same store sales increased by 8.7%. • System-wide sales increased $128 million to $1,147 million, from $1,019 million in the prior year period. • Net income”

Edward Hymes departed as President and Chief Operating Officer at Planet Fitness, Inc..

“On June 1, 2023, Planet Fitness, Inc. (the “Company”) reported that Edward Hymes, President and Chief Operating Officer, departed from his position with the Company, effective as of May 31, 2023.”
Shareholder Votes

Planet Fitness, Inc. shareholders approved Approval, on an advisory basis, of the Company's named executive officer compensation. at the 2023-05-01 meeting.

“3 Advisory Vote on Named Executive Officer Compensation Proposal three was the approval, on an advisory basis, of the Company’s named executive officer compensation. The results of the vote were as follows: For Against Abstain Broker Non-Vote 69,887,818 8,267,502 119,835 2,506,859 Pursuant to the foregoing vote, the stockholders adopted a non-binding resolution indicating their approval of the Company’s named executive officer compensation.”
Shareholder Votes

Planet Fitness, Inc. shareholders approved Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2023. at the 2023-05-01 meeting.

“2 Ratification of the Company’s Independent Registered Public Accounting Firm Proposal two was the ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023. The results of the vote were as follows: For Against Abstain Broker Non-Vote 78,722,123 1,975,730 84,161 0 Pursuant to the foregoing vote, the ratification of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023 was approved.”
Shareholder Votes

Planet Fitness, Inc. shareholders approved Election of two nominees to serve as directors, each for a term of three years. at the 2023-05-01 meeting.

“1 Election of Directors Proposal one was the election of two nominees to serve as directors of the Company, each for a term of three years. The results of the vote were as follows: Nominee Votes For Votes Withheld Broker Non-Votes Enshalla Anderson 71,295,004 6,980,151 2,506,859 Stephen Spinelli, Jr. 45,418,025 32,857,130 2,506,859 Pursuant to the foregoing votes, the two nominees listed above were elected to serve on the Company’s Board of Directors. There were no additional director nominations brought before the meeting.”
Earnings Releases

Planet Fitness, Inc. reported first quarter ended March 31, 2023 results: revenue $222.2 million, net income $22.7 million, EPS $0.27 per diluted share. Guidance reaffirmed.

“First Quarter Fiscal 2023 results • Total revenue increased from the prior year period by 19.0% to $222.2 million. • System-wide same store sales increased by 9.9%. • System-wide sales increased $147 million to $1,108 million, from $961 million in the prior year period. • Net income attributable to Planet Fitness, Inc. was $22.7 million, or $0.27 per diluted share”
Earnings Releases

Planet Fitness, Inc. reported the year ended December 31, 2022 results: revenue $936.8 million, net income $99.4 million, EPS $1.18 per diluted share.

“during the period, bringing system-wide total stores to 2,410 as of December 31, 2022. Fiscal Year 2022 Highlights • Total revenue increased from the prior year by 59.6% to $936.8 million. • System-wide same store sales increased 11.4%. • Net income attributable to Planet Fitness, Inc. was $99.4 million, or $1.18 per diluted share, compared to $42.8 million, or”
Earnings Releases

Planet Fitness, Inc. reported the quarter ended December 31, 2022 results: revenue $281.3 million, net income $33.7 million, EPS $0.40 per diluted share.

“sets us, our franchisees, and our shareholders up for long-term success.” Fourth Quarter Fiscal 2022 Highlights • Total revenue increased from the prior year period by 53.2% to $281.3 million. • System-wide same store sales increased 9.0%. • Net income attributable to Planet Fitness, Inc. was $33.7 million, or $0.40 per diluted share, compared to net income”
Governance Changes

Planet Fitness, Inc.: Approved Amended and Restated Bylaws including updates to advance notice provisions for universal proxy rules and conforming changes to DGCL regarding notice of adjourned meetings and stockholder list requirements (effective 2023-02-21).

“On February 21, 2023, the Board of Directors (the “Board”) of the Company approved Amended and Restated Bylaws of the Company (the “Amended Bylaws”), effective immediately, with such amendments including updates to the advance notice provisions to address the adoption by the Securities and Exchange Commission (the “SEC”) of “universal proxy” rules and other updates to conform with the Delaware General Corporation Law (the “DGCL”) regarding notice of adjourned stockholder meetings and stockholder list requirements.”

Edward Hymes was appointed as President and Chief Operating Officer at Planet Fitness, Inc..

“On December 12, 2022, Planet Fitness, Inc. (the “Company”) announced the appointment of Edward Hymes, age 55, as President and Chief Operating Officer ("COO") of the Company effective January 9, 2023.”
Earnings Releases

Planet Fitness, Inc. reported the quarter ended September 30, 2022 results: revenue $244.4 million, net income $26.9 million, EPS $0.32 per diluted share. Guidance raised.

“Third Quarter Fiscal 2022 results • Total revenue increased from the prior year period by 58.4% to $244.4 million. • System-wide same store sales increased 8.2%. • System-wide sales increased $98 million to $968 million, from $870 million in the prior year period. • Net income attributable to Planet Fitness, Inc. was $26.9 million, or $0.32 per diluted share, compared to $17.4 million, or $0.21 per diluted share, in the prior year period.”

Dorvin Lively retired as President at Planet Fitness, Inc..

“On August 8, 2022, Dorvin Lively notified the Company of his decision to retire as the Company’s President. The effective date of Mr. Lively's retirement was October 7, 2022.”

Shane McGuiness resigned as President, Corporate Clubs at Planet Fitness, Inc..

“On August 22, 2022, Shane McGuiness notified Planet Fitness, Inc. (the “Company”) of his decision to resign as the Company’s President, Corporate Clubs.”

Dorvin Lively retired as President at Planet Fitness, Inc..

“On August 8, 2022, Dorvin Lively notified the Company of his decision to retire as the Company’s President.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.