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AI brief of an SEC Form 8-K · Planet Fitness (PLNT)

Planet Fitness stockholders approve incentive plan and charter changes at May 6 meeting

Neutral Impact 3 of 5 shareholder Written later

At the May 6, 2025 annual meeting, stockholders elected three directors, approved the 2025 Omnibus Incentive Plan, and approved charter amendments removing supermajority voting requirements and obsolete provisions and limiting the liability of certain officers. The amended Second Restated Certificate of Incorporation took effect when filed with Delaware on May 8, 2025, so these voting and liability terms now apply to shareholders. A stockholder proposal on EEO-1 report disclosure was not approved.

Key points

  • Charter amendments took effect on filing with Delaware on May 8, 2025, including removal of supermajority voting requirements.
  • Omnibus Incentive Plan approved with 56,649,763 votes for and 20,453,659 against.
  • Craig Benson, Cammie Dunaway and Christopher Tanco elected to three-year terms; 78,758,324 shares (about 93.34%) were present or represented.
  • EEO-1 disclosure stockholder proposal failed, with 26,906,999 votes for and 45,258,415 against.

The filing

CompanyPlanet Fitness (PLNT)
Form8-K, current report
Filed with the SECMay 12, 2025, 5:03 PM ET
Accession number0001637207-25-000063

Items reported: 3.03 Change to Shareholder Rights5.02 Director / Officer Change5.03 Bylaw / Charter Amendment5.07 Shareholder Vote Results

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 2:07 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on May 12, 2025.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.