(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
(Address of principal executive offices) |
Zip Code |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Title of each class |
Trading Symbols |
Name of each exchange on which registered | ||
Item 1.01. |
Entry into a Material Definitive Agreement. |
Item 1.02. |
Termination of a Material Definitive Agreement. |
Item 2.01. |
Completion of Acquisition or Disposition of Assets. |
Item 2.03. |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
Item 3.01. |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
Item 3.03. |
Material Modification to Rights of Security Holders. |
Item 5.01. |
Changes in Control of Registrant. |
Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
• | Selim Bassoul |
• | Esi Eggleston Bracey |
• | Louis Carr |
• | Michelle Frymire |
• | Daniel Hanrahan |
• | Chieh Huang |
• | Jennifer Mason |
• | Enrique Ramirez Mena |
• | D. Scott Olivet |
• | Arik Ruchim |
• | Marilyn Spiegel |
• | Richard A. Zimmerman |
Name |
Title | |||
Richard A. Zimmerman | President and Chief Executive Officer | |||
Selim Bassoul | Executive Chairman of the Board | |||
Brian Witherow | Chief Financial Officer | |||
Tim Fisher | Chief Operating Officer | |||
Brian Nurse | Chief Legal & Compliance Officer and Corporate Secretary | |||
Christian Dieckmann | Chief Strategy Officer | |||
David Hoffman | SVP, Chief Accounting Officer | |||
Ty Tastepe | SVP, Chief Information Officer | |||
Monica Sauls | SVP, Chief Human Resources, People & Culture Officer | |||
Robert White | SVP, Chief Commercial Officer |
Name |
Age |
Biographical Information | ||
Richard Zimmerman | 63 | Mr. Zimmerman will serve as the President and Chief Executive Officer of the Company. Prior to the Mergers, Mr. Zimmerman most recently served as the President and Chief Executive Officer of Cedar Fair since January 2018 and a member of the board of directors of Cedar Fair since April 2019. Prior to becoming Chief Executive Officer, Mr. Zimmerman served as President and Chief Operating Officer of Cedar Fair from October 2016 to December 2017 and served as Chief Operating Officer of Cedar Fair from October 2011 to October 2016. Prior to that, he was appointed as Executive Vice President of Cedar Fair in November 2010 and as Regional Vice President of Cedar Fair in June 2007. He has been with Cedar Fair since 2006, when it acquired Kings Dominion. Mr. Zimmerman was Vice President and general manager of Kings Dominion from 1998 through 2006. | ||
Selim Bassoul | 66 | Mr. Bassoul will serve as the Executive Chairman of the Board. Prior to the Mergers, Mr. Bassoul served as President and Chief Executive Officer of Former Six Flags since November 2021 and was the Chairman of the board of directors of Former Six Flags from February 2021 to November 2021. Mr. Bassoul served as President and Chief Executive Officer, and Chairman of The Middleby Corporation, a manufacturer of food service and processing equipment, from 2001 to 2019. Mr. Bassoul previously served on the boards of Diversey Holdings, Ltd. as a director and non-executive chairman, 1847 Goedeker Corporation, Confluence Outdoor, Piper Aircraft, Inc., and Scientific Protein Laboratories LLC. He holds a B.A. in Business Administration from the American University of Beirut, and an M.B.A. in Finance and Marketing from the Kellogg School of Management at Northwestern University. |
Name |
Age |
Biographical Information | ||
Brian Witherow | 57 | Mr. Witherow will serve as the Chief Financial Officer of the Company. Prior to the Mergers, Mr. Witherow served as Executive Vice President and Chief Financial Officer of Cedar Fair since January 2012. Mr. Witherow began his career with public accounting firm Arthur Andersen, having earned a bachelor’s degree in accounting from Miami University. He left public accounting in 1995 to join Cedar Fair as corporate director of investor relations. He was promoted to corporate treasurer in 2004 and named vice president and corporate controller the following year. | ||
Tim Fisher | 63 | Mr. Fisher will serve as Chief Operating Officer of the Company. Prior to the Mergers, Mr. Fisher served as Chief Operating Officer of Cedar Fair since joining Cedar Fair in December 2017. Prior to joining Cedar Fair, he served as Chief Executive Officer of Village Roadshow Theme Parks International, an Australian-based theme park operator, since March 2017. Prior to this appointment with Village Roadshow Theme Parks International, Tim served as Chief Executive Officer of Village Roadshow Theme Parks since 2009. | ||
Brian Nurse | 52 | Mr. Nurse will serve as Chief Legal & Compliance Officer and Corporate Secretary of the Company. Mr. Nurse joined Cedar Fair as Executive Vice President, Chief Legal Officer and Secretary in November 2021. Prior to joining Cedar Fair, he served as Senior Vice President, General Counsel and Secretary for World Wrestling Entertainment, Inc. (WWE), an integrated media and entertainment company, from September 2018 to November 2020. Prior to joining WWE, Mr. Nurse served as Vice President, Associate General Counsel and Secretary at Nestle Waters North America, Inc., a former division of Nestle S.A. which is a multinational food and drink corporation, from 2012 to 2018. Prior to that, he was Senior Legal Counsel for North American beverage/soft drink brands at PepsiCo, Inc., a multinational food, snack and beverage corporation, from 2003 to 2012. | ||
Christian Dieckmann | 46 | Mr. Dieckmann will serve as Chief Strategy Officer of the Company. Mr. Dieckmann served as Cedar Fair’s Chief Strategy Officer from 2023 and joined Cedar Fair in 2014 in a role focused on strategic growth, business development and innovation. Prior to joining Cedar Fair, he began his career at GE Capital, including roles in the company’s Financial Management Program and Internal Audit teams in both the U.S. and Europe. He later worked at Bain & Company where he advised Fortune 500 and private equity clients on strategy, M&A, merger integration and performance improvement. Mr. Dieckmann also served as Chief Strategy Officer at Liminal Space, an early-stage technology company in the immersive entertainment industry. | ||
David Hoffman | 55 | Mr. Hoffman will serve as SVP, Chief Accounting Officer of the Company. Mr. Hoffman served as Senior Vice President and Chief Accounting Officer of Cedar Fair from 2012 until the consummation of the Mergers. Prior to that, he served as Vice President of Finance and Corporate Tax since 2010. He served as Vice President of Corporate Tax from 2006 through 2010. Prior to joining Cedar Fair, Mr. Hoffman served as a business advisor with Ernst & Young from 2002 through 2006. |
Name |
Age |
Biographical Information | ||
Ty Tastepe | 62 | Mr. Tastepe will serve as SVP, Chief Information Officer of the Company. Mr. Tastepe served as Chief Information Officer at Cedar Fair since 2021. Prior to joining Cedar Fair, Mr. Tastepe served for over two years as senior vice president, chief information and digital officer for Altar’d State. Prior to that, Mr. Tastepe spent nearly two decades delivering large-scale digital transformation programs at global entertainment and hospitality brands such as Universal Parks and Resorts, Hilton Worldwide, and Walt Disney Parks and Resorts. From 2001 to 2011, Mr. Tastepe held technology leadership roles at Disney Parks that included worldwide sales and travel operations, revenue management and marketing. | ||
Monica Sauls | 44 | Ms. Sauls will serve as SVP, Chief Human Resources Officer of the Company. Ms. Sauls joined Cedar Fair as Senior Vice President and Chief Human Resources Officer in March 2023. Prior to joining Cedar Fair, she served as Senior Vice President and Chief People Officer of Bojangles, a regional chain of fast-food restaurants, from 2020 through March 2023. Prior to that, Ms. Sauls served as Senior Human Resources Strategic Business Solutions Leader for Duke Energy, an electric power and natural gas holding company, from 2018 to 2020. From 2014 to 2018, she served as Senior Executive and Leadership Development Director for Boeing, a global aerospace company and manufacturer. From 2009 to 2014, she served as Human Resources and Talent Management Manager for Walgreens, a national pharmacy store chain. | ||
Robert White | 64 | Mr. White will serve as SVP, Chief Commercial Officer of the Company. Mr. White served as SVP, Chief Commercial Officer at Cedar Fair since 2023. Mr. White joined Cedar Fair in 2018 and served as Senior Vice President of Business Intelligence and Regional Vice President responsible for operations at eight of Cedar Fair’s theme parks. Prior to joining Cedar Fair, Mr. White served as Chief Operating Officer at Village Roadshow Theme Parks, from 2011 until 2018. |
• | A stock option grant entitles a participant to purchase a specified number of Company shares (the “ Shares ”) during a specified term (with a maximum term of 10 years) at an exercise price that will not be less than the fair market value of a Share as of the date of grant unless otherwise determined by the Committee. |
• | A stock appreciation right (a “ SAR ”) granted under the 2024 Plan will give the participant a right to receive, upon exercise or other payment of the SAR, an amount in cash, Shares or a combination of both equal to the excess of (a) the fair market value of a Share on the date of exercise over (b) the base price of the SAR that the Committee specified on the date of the grant. |
• | A restricted stock award is a grant of a specified number of Shares to a participant, which restrictions will lapse upon the terms that the Committee determines at the time of grant. |
• | A restricted stock unit (a “ RSU ”) granted under the 2024 Plan will give the participant a right to receive, upon vesting and settlement of the RSU, one Share per vested unit or an amount per vested unit, in each case, equal to the fair market value of one Share as of the date of determination, or a combination thereof, at the discretion of the Committee. The Committee will determine the requirements for vesting and payment of the RSUs, which may be based on the continued employment or service of the participant with the Company for a specified time period and also upon the attainment of specific performance goals (commonly known as “PSUs ”). |
Item 5.03. |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
Item 7.01. |
Regulation FD Disclosure. |
Item 9.01. |
Financial Statements and Exhibits. |
+ | Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant will furnish copies of any such schedules or exhibits to the SEC upon request. |
* | Filed herewith. |
Date: July 1, 2024 | SIX FLAGS ENTERTAINMENT CORPORATION | |||||
(Registrant) | ||||||
By: | /s/ Brian Witherow | |||||
Name: | Brian Witherow | |||||
Title: | Chief Financial Officer |