Six Flags Entertainment Corporation/NEW0001999001falseJuly 1, 202600019990012026-07-012026-07-01
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): July 1, 2026
SIX FLAGS ENTERTAINMENT CORPORATION
(Exact name of Registrant as specified in its charter)
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| Delaware |
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001-42157 |
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93-4097909 |
(State or other jurisdiction of incorporation) |
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(Commission File No.) |
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(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 (see General Instruction A.2. below):
☐ 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))
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| Securities registered pursuant to Section 12(b) of the Act: |
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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 July 1, 2026, Six Flags Entertainment Corporation (the “Company”) announced Tim Fisher’s departure from the role of Chief Operating Officer of the Company, effective July 15, 2026. Mr. Fisher will remain with the Company through December 15, 2026 in the role of Special Advisor to the Chief Executive Officer, as contemplated in his previously disclosed employment agreement amendment with the Company dated June 25, 2026.
On July 2, 2026, the Company also announced the appointment of Mark Pauls as Chief Operating Officer of the Company, effective July 15, 2026. Mr. Pauls, age 63, has served from December 2025 to the present as Senior Vice President of Operations at Herschend Family Entertainment. As Senior Vice President of Operations, Mr. Pauls was responsible for the coordination of operations, retail, food and beverage, engineering and maintenance, workforce management, and entertainment events for Herschend’s regional amusement parks. From October 2023 to December 2025, Mr. Pauls was Vice President of Operations at Palace Entertainment, which was acquired by Herschend in May 2025. From June 2020 to October 2023, Mr. Pauls was General Manager at Kennywood Amusement Park for Palace Entertainment. Prior to 2020, Mr. Pauls was President of Sea World Orlando and Aquatica, where he led all park operations including human resources, finance, operations, merchandise, culinary, marketing, and park entertainment. Mr. Pauls held corporate and park operating leadership positions with SeaWorld Parks and Entertainment and its affiliated company, Busch Gardens, from 1985 to 2019.
In connection with Mr. Pauls’ appointment, on July 1, 2026, the Company entered into an employment agreement with Mr. Pauls, effective July 15, 2026, for a period of three years (the “Initial Term”) subject to automatic renewal for successive one-year periods thereafter. Mr. Pauls’ employment agreement provides for, among other things, an initial base salary of $600,000 per year, subject to annual review by the Board for possible increase, as well as participation in the Company’s annual incentive program at a target rate of 90% of his base salary. Mr. Pauls will be eligible for a pro-rated annual incentive award for fiscal year 2026 based on his partial year of service. Mr. Pauls will also receive a one-time signing bonus of $39,000 to be payable following his start date with the Company. The employment agreement also provides that Mr. Pauls will receive an annual equity grant of restricted stock units under the Company’s 2024 Omnibus Incentive Plan (the “Stock Incentive Plan”) during the term of the employment agreement with a target value of $1,560,000 on the date of grant, with the terms and conditions of awards to be determined by the Board. Mr. Pauls will participate in benefit plans on the same basis as other senior executives, including medical, disability, life, 401(k) and deferred compensation plans.
In the event of involuntary termination by the Company without Cause or by Mr. Pauls for Good Reason (each as defined in the employment agreement), Mr. Pauls would be entitled to (i) a cash payment equal to two times the sum of his base salary and target annual incentive award, payable in installments, (ii) any unpaid annual incentive award for the year prior to the year of termination, (iii) a pro-rata annual incentive award for the year in which termination occurs, (iv) reimbursement or cash payment equal to the cost of participation in the Company’s group medical plans for 18 months, and (v) any outstanding equity awards that are scheduled to vest within the 18-month period following termination shall become fully vested with performance-based awards subject to achieving performance goals. In the event that an involuntary termination occurs within 18 months following a Change in Control (as defined in the employment agreement), Mr. Pauls is entitled to generally the same severance payments and benefits as described above, except that all outstanding equity awards under the Stock Incentive Plan shall become fully vested, with performance-based awards deemed to be vested at target. All severance payments and benefits under the employment agreement are subject to Mr. Pauls signing a release of claims against the Company.
Under the terms of the employment agreement, Mr. Pauls is subject to restrictive covenants, during and for specified periods following termination of employment, relating to non-solicitation of employees of the Company for two years following termination, as well as confidentiality restrictions and a non-disparagement covenant.
Mr. Pauls has no family relationship with any directors or executive officers of the Company, nor are there any arrangements or understandings between Mr. Pauls and any other person pursuant to which he was selected as executive of the Company. There are no transactions between Mr. Pauls and the Company that would require disclosure under Item 404(a) of Regulation S-K.
The foregoing description of the employment agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the executed version of such agreement, a copy of which is to be filed as an exhibit to the Company’s next Quarterly Report on Form 10-Q.
Item 7.01. Regulation FD Disclosure.
On July 2, 2026, the Company issued a press release announcing the matters disclosed in Item 5.02 above. 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, including Exhibit 99.1, 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:
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| Exhibit No. |
Description |
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| 104 |
Cover Page Interactive Data File (embedded with the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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SIX FLAGS ENTERTAINMENT CORPORATION |
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(Registrant) |
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| Date: |
July 2, 2026 |
By: |
/s/ Christopher L. Bennett |
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Christopher L. Bennett Chief Legal and Compliance Officer and Secretary |
EX-99.1
2
sixflags-exh991x20260702.htm
EX-99.1
Document
NEWS RELEASE
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| FOR IMMEDIATE RELEASE |
Investor Contact: Michael Russell, 419.627.2233 |
| https://investors.sixflags.com |
Media Contact: Kristin.Fitzgerald@sixflags.com |
SIX FLAGS APPOINTS MARK PAULS CHIEF OPERATING OFFICER
CHARLOTTE, N.C. (July 2, 2026) – Six Flags Entertainment Corporation (NYSE: FUN) (“Six Flags” or the “Company”), North America’s largest regional amusement park operator, today announced the appointment of Mark Pauls as Chief Operating Officer, effective July 15, 2026. Pauls succeeds Tim Fisher, who will serve as a Special Advisor to the Company through December 15, 2026, to ensure a smooth transition.
Mark Pauls is a disciplined operator with nearly five decades of experience in the entertainment industry. Most recently, he served as Senior Vice President of Operations at Herschend Family Entertainment, where he played a key role in the integration of Palace Entertainment. Prior to its December 2025 acquisition by Herschend Family Entertainment, Pauls was the Vice President of Operations at Palace Entertainment. In that role, he oversaw the operations of the company’s nationwide portfolio and developed and directed operational efficiency and cost reduction initiatives that resulted in improved profitability and enhanced EBITDA performance. Earlier in his career, Pauls held senior leadership roles at SeaWorld Parks and Busch Gardens, where he oversaw park and facility operations with a focus on guest service and satisfaction.
“We are excited to welcome Mark to Six Flags as we continue to build a team of leaders with the skills and experience to enhance operational excellence and improve performance,” said Six Flags President and CEO John Reilly. “Mark is a results-driven executive with deep experience in the theme park industry and a proven track record of instilling operational rigor, driving profitability and delivering exceptional guest experiences. He understands that strong operational execution not only enhances business performance, but also creates a better experience for our guests through improved reliability, service and overall park quality. We are confident he is the right leader to help us bolster our operating model and build a more resilient company with a stronger financial position to drive value creation for shareholders.”
“Six Flags is an incredible business with a strong foundation and world-class portfolio of parks,” said Pauls. “I am thrilled to be joining John and the amazing team he has assembled as they continue to advance their new strategy to unlock the Company’s full potential.”
Reilly continued, “I also want to thank Tim for his service to Six Flags over the years, including supporting the integration with Cedar Fair. We appreciate Tim remaining with the Company as a Special Advisor through December, and we are confident that his deep expertise and institutional knowledge will help facilitate a seamless transition.”
About Mark Pauls
Mark Pauls was most recently Senior Vice President of Operations at Herschend Family Entertainment, where he was responsible for the coordination of operations, engineering and maintenance, workforce management and entertainment events for the regional parks. Prior to Herschend, Pauls was Vice President of Operations at Palace Entertainment, leading efforts to optimize operational efficiency, control costs and drive overall business performance across the organization. Earlier in his career, he held senior operations roles at SeaWorld Parks & Entertainment, including serving as President. In that role, he was responsible for all park operations and oversaw approximately 4 million annual guests and a workforce of 6,000 employees. He previously served as Vice President of Operations for Busch Gardens' Tampa and Williamsburg locations. Pauls holds a B.B.A. in Business Administration and Management from the University of Phoenix.
About Six Flags Entertainment Corporation
Six Flags Entertainment Corporation (NYSE: FUN) is North America’s largest regional amusement-resort operator, with 21 amusement parks, 14 water parks and nine resort properties across 13 states in the U.S., Canada, and Mexico. The Company also manages an amusement park in Saudi Arabia. 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 such as Looney Tunes®, DC Comics® and PEANUTS®.
Forward-Looking Statements
Some of the statements contained in this news release 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,” “objective,” “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. 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, or that our growth and operational strategies will achieve the target results. Important risks and uncertainties 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: 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; adverse weather conditions; general economic, political and market conditions, including global trade; the impacts of pandemics or other public health crises, including the effects of government responses on people and economies; competition for consumer leisure time and spending or other changes in consumer behavior or sentiment for discretionary spending; unanticipated construction delays or increases in construction or supply costs; changes in 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 our operations; the impact of any potential shareholder activism; failure to attract, motivate and retain qualified domestic and international employees and key personnel; legislative, regulatory and economic developments and changes in laws, regulations, and policies affecting us; acts of terrorism or outbreak of war, hostilities, civil unrest, and other political or security disturbances; and other risks and uncertainties we discuss under the heading “Risk Factors” within our Annual Report on Form 10-K and in the other filings we make from time to time with the Securities and Exchange Commission. 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 publication of this news release.
This news release and prior releases are available under the News tab at https://investors.sixflags.com
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