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Six Flags Entertainment Corporation/NEW false 0001999001 0001999001 2025-08-06 2025-08-06
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 6, 2025

 

 

SIX FLAGS ENTERTAINMENT CORPORATION

(Exact name of Registrant as specified in its charter)

 

 

 

Delaware   001-42157   93-4097909
(State or other jurisdiction
of incorporation)
 

(Commission

File No.)

  (I.R.S. Employer
Identification No.)

8701 Red Oak Blvd.,

Charlotte, North Carolina 28217

(Address of principal executive offices) (Zip Code)

(704) 414-4700

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange
on which registered

Common Stock, par value $0.01 per share   FUN   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

 

 
 


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 6, 2025, Six Flags Entertainment Corporation (the “Company”) announced that there will be an executive leadership transition at the Company. Richard Zimmerman, President and Chief Executive Officer of the Company, will step down as President and Chief Executive Officer by the end of 2025. To ensure leadership continuity and a smooth transition, Zimmerman will continue to serve as Chief Executive Officer until the Board has appointed a successor. This transition is without cause and is not due to any disagreement with the Board, the Company or management on any matter relating to the Company’s operations, policies or practices. Zimmerman will remain a member of the Company’s Board of Directors (the “Board”).

The Board’s Nominating & Corporate Governance Committee has initiated a process to identify the Company’s next Chief Executive Officer and will be hiring a leading global executive search firm to assist in the Chief Executive Officer search process.

 

Item 7.01

Regulation FD Disclosure.

On August 6, 2025, the Company issued a press release announcing the executive leadership transition at the Company. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated by reference herein.

The information furnished pursuant to this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
Number

  

Description

99.1    Press Release, dated August 6, 2025 (furnished herewith)
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

SIX FLAGS ENTERTAINMENT CORPORATION
(Registrant)

/s/ Brian C. Witherow

Name:   Brian C. Witherow
Title:   Chief Financial Officer

Date: August 6, 2025

EX-99.1 2 d56849dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

 

LOGO

NEWS RELEASE

 

 

 

FOR IMMEDIATE RELEASE    Investor Contact: Michael Russell, 419.627.2233
https://investors.sixflags.com    Media Contact: Gary Rhodes, 704.249.6119

SIX FLAGS ANNOUNCES CEO SUCCESSION PLAN

 

   

Richard A. Zimmerman to Step Down as Six Flags CEO by the End of 2025; Will Continue to Serve as CEO Until a Successor is Appointed

 

   

Board Commences Search to Identify the Company’s Next CEO

CHARLOTTE, N.C. – (Aug. 6, 2025) – Six Flags Entertainment Corporation (NYSE: FUN) (“Six Flags” or the “Company”), the largest regional amusement park operator in North America, today announced that Richard A. Zimmerman, president and chief executive officer (“CEO”) and member of the Six Flags Board of Directors (the “Board”), will step down as the Company’s president and CEO by the end of 2025.

To ensure leadership continuity and a smooth transition, Zimmerman will continue to serve as president and CEO until the Board has appointed a successor. He will also continue to serve as a director on the Company’s Board. The Six Flags Board of Directors has initiated a process to identify the Company’s next CEO with the assistance of a leading global executive search firm, and both internal and external candidates will be considered.

“On behalf of the Board, I want to thank Richard for his leadership and contributions since the successful merger of the legacy Cedar Fair and Six Flags companies last July, and for his unwavering passion and dedication to our industry over the last 38 years,” said Selim Bassoul, executive chairman of the Board. “As CEO, Richard has successfully led Six Flags through a period of significant evolution, with a clear vision to optimize the Company to deliver greater value to our guests, associates, and our shareholders. Despite recent economic uncertainty and weather headwinds, we are confident Six Flags has the right strategy in place to drive meaningful long-term growth and achieve our objectives of increasing Adjusted EBITDA, reducing net leverage, and successfully delivering on integration efforts to create value for shareholders.”

“The Company has significantly evolved since I first joined what was then Paramount Parks, Inc. in 1987, and it has been an honor to have led such talented teams through critical and transformative periods over the years – not only for our company, but for the entire amusement park industry,” said Zimmerman. “Since completing the merger of legacy Cedar Fair and legacy Six Flags a little more than a year ago, we have made significant progress on our integration efforts and cost synergy goals. That said, there remains an immense opportunity to further optimize the portfolio and unlock the full value of the Company’s unique assets and intellectual property. We are reaching more guests than ever before and continuing to advance our strategic priorities, which I am confident will enable Six Flags to drive tremendous value creation over the long term. Together we have built a global leader in family entertainment with a resilient business model and bright prospects, and I look forward to supporting the team to help ensure the Company achieves its full potential.”

 

Six Flags Entertainment Corporation – 8701 Red Oak Boulevard, Charlotte, NC 28217 – Phone: 704.414.4700


SIX FLAGS ANNOUNCES CEO SUCCESSION PLAN

Aug. 6, 2025

Page 2

 

“The Board and management team are committed to ensuring a smooth transition, and we are grateful that we’ll continue to benefit from Richard’s experience and perspective throughout this process,” continued Bassoul. “The Board will work closely with Richard to conduct a thorough and comprehensive search to identify the best individual to lead Six Flags into the future. We are focused on identifying a strong leader with a proven track record of operating successfully at scale while defining and executing a growth strategy driven by innovation, operational excellence, and world-class talent development.”

2025 Second Quarter Results and Conference Call

In a separate press release issued today, Six Flags announced its 2025 second-quarter results. Starting at 10 a.m. EDT, Six Flags management will host a conference call with the investment community to provide additional details regarding its second-quarter results and discuss the Company’s business outlook. Investors and all other interested parties can access a live, listen-only audio webcast of the call on the Six Flags investor website https://investors.sixflags.com.

ABOUT SIX FLAGS ENTERTAINMENT CORPORATION

Six Flags Entertainment Corporation (NYSE: FUN) is North America’s largest regional amusement-resort operator with 27 amusement parks, 15 water parks and nine resort properties across 17 states in the U.S., Canada and Mexico. Focused on its purpose of making people happy, Six Flags provides fun, immersive and memorable experiences to millions of guests every year with world-class coasters, themed rides, thrilling water parks, resorts and a portfolio of beloved intellectual property including Looney Tunes®, DC Comics® and PEANUTS®.

FORWARD-LOOKING STATEMENTS

Some of the statements contained in this news release (including the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section) that are not historical in nature are forward-looking statements within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements as to our expectations, beliefs, goals and strategies regarding the future. Words such as “anticipate,” “believe,” “create,” “expect,” “future,” “guidance,” “intend,” “plan,” “potential,” “seek,” “synergies,” “target,” “will,” “would,” similar expressions, and variations or negatives of these words identify forward-looking statements. However, the absence of these words does not mean that the statements are not forward-looking. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. These forward-looking statements may involve current plans, estimates, expectations and ambitions that are subject to risks, uncertainties and assumptions that are difficult to predict, may be beyond our control and could cause actual results to differ materially from those described in such statements.

 

Six Flags Entertainment Corporation – 8701 Red Oak Boulevard, Charlotte, NC 28217 – Phone: 704.414.4700


SIX FLAGS ANNOUNCES CEO SUCCESSION PLAN

Aug. 6, 2025

Page 3

 

Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct, that our growth and operational strategies will achieve the target results. Important risk factors that may cause such a difference and could adversely affect attendance at our parks, our future financial performance, and/or our growth strategies, and could cause actual results to differ materially from our expectations or otherwise to fluctuate or decrease, include, but are not limited to: general economic, political and market conditions; the impacts of pandemics or other public health crises, including the effects of government responses on people and economies; adverse weather conditions; competition for consumer leisure time and spending; unanticipated construction delays; changes in our capital investment plans and projects; anticipated tax treatment, unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for the management, expansion and growth of the Combined Company’s operations; failure to realize the anticipated benefits of the merger, including difficulty in integrating the businesses of legacy Six Flags and legacy Cedar Fair; failure to realize the expected amount and timing of cost savings and operating synergies related to the merger; legislative, regulatory and economic developments and changes in laws, regulations, and policies affecting the Combined Company; acts of terrorism or outbreak of war, hostilities, civil unrest, and other political or security disturbances; and other factors we discuss under the heading “Risk Factors” within Part II, Item 1A of our Quarterly Report on Form 10-Q, in legacy Cedar Fair’s Annual Report on Form 10-K, in legacy Six Flags’ Annual Report on Form 10-K and in the other filings we make from time to time with the SEC. Readers are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this document and are based on information currently and reasonably known to us. We do not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the publication of this document.

# # #

This news release and prior releases are available under the News tab at https://investors.sixflags.com

 

Six Flags Entertainment Corporation – 8701 Red Oak Boulevard, Charlotte, NC 28217 – Phone: 704.414.4700