0001562180-20-001823.txt : 20200228
0001562180-20-001823.hdr.sgml : 20200228
20200228203228
ACCESSION NUMBER: 0001562180-20-001823
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20200226
FILED AS OF DATE: 20200228
DATE AS OF CHANGE: 20200228
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Rondeau Christopher
CENTRAL INDEX KEY: 0001649552
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37534
FILM NUMBER: 20673827
MAIL ADDRESS:
STREET 1: 4 LIBERTY LANE WEST
STREET 2: C/O PLANET FITNESS INC
CITY: HAMPTON
STATE: NH
ZIP: 03842
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Planet Fitness, Inc.
CENTRAL INDEX KEY: 0001637207
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEMBERSHIP SPORTS & RECREATION CLUBS [7997]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4 LIBERTY LANE WEST
CITY: HAMPTON
STATE: NH
ZIP: 03842
BUSINESS PHONE: 603-750-0001
MAIL ADDRESS:
STREET 1: 4 LIBERTY LANE WEST
CITY: HAMPTON
STATE: NH
ZIP: 03842
4
1
primarydocument.xml
PRIMARY DOCUMENT
X0306
4
2020-02-26
false
0001637207
Planet Fitness, Inc.
PLNT
0001649552
Rondeau Christopher
C/O PLANET FITNESS, INC.
4 LIBERTY LANE WEST
HAMPTON
NH
03842
true
true
false
false
Chief Executive Officer
Holding Units and Class B common stock
2020-02-26
5
J
false
E
1181920.00
0.00
D
Class A common stock
1181920.00
2178440.00
I
By Trust
Holding Units and Class B common stock
2020-02-26
5
J
false
E
996520.00
0.00
D
Class A common stock
996520.00
0.00
I
By Trust
On February 26, 2020, in a transaction exempt from reporting under Section 16, The Christopher J. Rondeau Revocable Trust of 2006, u/d/t 05/15/06 transferred 1,181,920 Common Units of Pla-Fit Holdings, LLC ("Holding Units") and 1,181,920 shares of Class B common stock of Planet Fitness, Inc. (the "Company") to the Michelle M. LeMay Revocable Trust of 2006 dated May 15, 2006 pursuant to a domestic relations order. Following the transfer, The Christopher J. Rondeau Revocable Trust of 2006, u/d/t 05/15/06 held 2,178,440 Holding Units and 2,178,440 shares of Class B common stock of the Company.
Pursuant to the terms of the Exchange Agreement dated as of August 5, 2015, as amended, by and among the Company, Pla-Fit Holdings, LLC and the holders from time to time of Holding Units and shares of Class B common stock, the holders thereof may exchange all or a portion of their Holding Units along with an equal number of shares of Class B common stock for shares of Class A common stock of the Company on a one-to-one basis (one Holding Unit and one share of Class B common stock together exchangeable for one share of Class A common stock). The holders thereof are not required to pay an exercise price in connection with any such exchange. The Holding Units do not expire. The Class B common stock provides the holder with one vote on all matters submitted to a vote of the Company's stockholders but does not entitle the holder to any of the economic rights associated with shares of the Company's Class A common stock.
The number of shares beneficially owned include shares received pursuant to a trust distribution in a transaction exempt from reporting under Section 16.
On February 26, 2020, in a transaction exempt from reporting under Section 16, The Christopher J. Rondeau Irrevocbale GST Trust of 2012, u/d/t 11/08/12 transferred 996,520 Common Units of Pla-Fit Holdings, LLC ("Holding Units") and 996,520 shares of Class B common stock of Planet Fitness, Inc. (the "Company") to the Michelle M. LeMay Irrevocable GST Trust of 2020 pursuant to a domestic relations order. Following the transfer, The Christopher J. Rondeau Irrevocbale GST Trust of 2012, u/d/t 11/08/12 held no Holding Units and no shares of Class B common stock of the Company.
Justin Vartanian is signing on behalf of Mr. Rondeau pursuant to a Power of Attorney dated July 29, 2015, which was previously filed with the Securities and Exchange Commission.
/s/ Justin Vartanian, Attorney-in-Fact
2020-02-28
EX-24
2
rondeaupoa.txt
RONDEAU CHRISTOPHER POA
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Dorvin Lively, Richard
Moore, and Justin Vartanian, with full power of substitution, as the
undersigned's true and lawful attorney-in-fact to:
(1) prepare, execute in the undersigned's name and on the
undersigned's behalf, and submit to the U.S. Securities and
Exchange Commission (the "SEC") a Form ID, including amendments
thereto, and any other documents necessary or appropriate to
obtain codes and passwords enabling the undersigned to make
electronic filings with the SEC of reports required by Section
16(a) of the Securities Exchange Act of 1934, as amended, or any
rule or regulation of the SEC;
(2) execute for and on behalf of the undersigned, in the
undersigned's capacity as officer and/or director of Planet
Fitness, Inc. (the "Company"), Forms 3, 4, and 5 in accordance
with Section 16(a) of the Securities Exchange Act of 1934, as
amended, and the rules thereunder;
(3) do and perform any and all acts for and on behalf of the
undersigned that may be necessary or desirable to complete and
execute any such Form 3, 4, or 5, complete and execute any
amendment or amendments thereto, and timely file such form with
the SEC and any stock exchange or similar authority; and
(4) take any other action of any type whatsoever in connection with
the foregoing that, in the opinion of such attorney-in-fact, may
be of benefit to, in the best interest of, or legally required
by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned
pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney-in-fact
may approve in such attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorney-in-fact, in serving in such capacity at the request of the
undersigned, is not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934, as amended.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorney-in-fact.
[Remainder of page intentionally left blank]
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of July 29, 2015.
/s/ Christopher Rondeau
----------------------------------------
Christopher Rondeau