Every material Form 8-K Planet Fitness filed with the SEC in 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
On December 15, 2025, Planet Fitness completed a $750 million securitized refinancing, issuing $400 million of 5.274% Class A-2-I notes and $350 million of 5.649% Class A-2-II notes, plus a $75 million variable funding facility that is undrawn at closing. Proceeds will repay in full about $410 million of Series 2022-1 Class A-2-I notes, and the company also entered a $350 million accelerated share repurchase agreement with Citibank, N.A. The company's release describes the new debt as substantially increased indebtedness, while the buyback returns cash to shareholders.
$400 million Class A-2-I notes at 5.274% with an anticipated repayment date in December 2030; $350 million Class A-2-II notes at 5.649% with an anticipated repayment date in December 2032
Proceeds to repay in full the Series 2022-1 Class A-2-I notes, which had a principal balance of approximately $410 million as of September 30, 2025, plus accrued interest
$350 million accelerated share repurchase with Citibank, N.A.; the company initially receives about 2.5 million shares, with final settlement expected no later than the first quarter of 2026
A new $500 million share repurchase program takes effect upon completion of the accelerated share repurchase and replaces the 2024 program
Planet Fitness priced $750 million of fixed-rate senior secured notes through a privately placed securitization, with closing expected on or around December 15, 2025. Proceeds are mainly intended to repay in full the Series 2022-1 Class A-2-I Notes, which had a principal balance of approximately $410 million as of September 30, 2025, so the deal is a refinancing that replaces existing debt rather than adding a new obligation of that size.
Two tranches: $400 million at 5.274% with a five-year anticipated repayment term, and $350 million at 5.649% with a seven-year anticipated repayment term
Proceeds to repay the Series 2022-1 Class A-2-I Notes (about $410 million principal as of September 30, 2025), fund transaction costs and reserve accounts, and for general corporate purposes that may include share repurchases
Company also expects a $75 million variable funding note facility, alongside the existing $75 million 2022-1 Class A-1 variable funding notes, with no borrowings outstanding as of September 30, 2025
Closing expected on or around December 15, 2025, subject to closing conditions; the company states there is no assurance of timing or completion
Planet Fitness reported third-quarter 2025 results for the period ended September 30, with total revenue up 13.0% to $330.3 million and diluted earnings per share of $0.70, compared with $0.50 a year earlier. The company raised several of its 2025 full-year growth targets, including adjusted net income per share growth to 16% to 17%, which matters to shareholders because it signals higher expected profit growth for the year.
Total revenue rose 13.0% to $330.3 million; system-wide same club sales increased 6.9%.
Net income attributable to Planet Fitness was $58.8 million, or $0.70 per diluted share, versus $42.0 million, or $0.50, a year earlier.
Adjusted net income per diluted share was $0.80, compared with $0.64 in the prior year period.
Full-year 2025 outlook raised: same club sales growth of about 6.5% (previously 6.0%) and adjusted EBITDA growth of about 12% (previously 10%).
Planet Fitness reported second quarter 2025 results, with total revenue up 13.3% to $340.9 million and net income attributable to the company up to $58.0 million, or $0.69 per diluted share, from $0.56 a year earlier. The company narrowed its full-year same club sales growth outlook to approximately 6% from 5% to 6% and reiterated its other 2025 expectations, which matters to shareholders because the headline profit and revenue measures both improved.
Total revenue rose $39.9 million, or 13.3%, to $340.9 million; system-wide same club sales rose 8.2%.
Net income attributable to Planet Fitness was $58.0 million, or $0.69 per diluted share, versus $48.6 million, or $0.56, a year earlier.
Adjusted EBITDA rose to $147.6 million from $127.5 million; 2025 same club sales growth outlook is now approximately 6%, previously 5% to 6%.
On August 4, 2025, the company signed a binding agreement to sell eight corporate-owned clubs in California to a franchisee, with closing expected in the third quarter.
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.
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.
Planet Fitness reported first-quarter 2025 results for the period ended March 31, 2025, with total revenue up 11.5% to $276.7 million and net income attributable to the company up to $41.9 million, or $0.50 per diluted share, from $34.3 million, or $0.39, a year earlier. The company reiterated most of its 2025 outlook, including revenue growth of about 10% and adjusted EPS growth of 11% to 12%, but lowered its expected capital expenditure increase to about 20% from about 25%.
Total revenue rose $28.6 million, or 11.5%, to $276.7 million; system-wide same club sales increased 6.1%.
Net income attributable to Planet Fitness was $41.9 million, or $0.50 per diluted share, versus $0.39 a year earlier.
The company repurchased and retired 544,226 shares for $50.0 million in the quarter.
Full-year 2025 guidance was reiterated, with capital expenditures now expected to rise about 20%, down from about 25%.
Planet Fitness reported fourth-quarter 2024 revenue of $340.5 million, up 19.4% from a year earlier, and net income attributable to the company of $47.1 million, or $0.56 per diluted share, versus $0.41 a year earlier. For full-year 2024, revenue rose 10.3% to $1.2 billion and diluted EPS was $2.00, compared with $1.62, and the company gave 2025 growth expectations including revenue up approximately 10% and adjusted net income per diluted share up 11% to 12%.
Q4 2024 total revenue rose $55.4 million, or 19.4%, to $340.5 million; equipment segment revenue rose 49.2% to $105.1 million
Full-year 2024 net income attributable to Planet Fitness was $172.0 million, or $2.00 per diluted share, versus $138.3 million, or $1.62, in 2023
2025 outlook calls for same club sales growth of 5% to 6%, revenue up approximately 10%, and adjusted net income per diluted share up 11% to 12%
The company opened 150 clubs in 2024 and ended the year with 19.7 million members
Planet Fitness said its board approved a leadership realignment effective March 3, 2025. Bill Bode will become Chief Operating Officer, Jennifer Simmons will become Chief Strategy Officer, and three existing roles will be eliminated. The filing does not give financial figures for the changes, and the company said no compensation changes were made for the affected executives.
Bill Bode, currently Division President, U.S. Franchise, becomes Chief Operating Officer and will oversee franchise, corporate club and equipment segments
Jennifer Simmons, currently Division President, Corporate Clubs, becomes Chief Strategy Officer
Roles eliminated as of March 3, 2025: Division President U.S. Franchise, Division President Corporate Clubs, and SVP, Chief Accounting Officer
Jay Stasz is designated principal accounting officer; the company will release full-year 2024 results and a 2025 outlook on February 25, 2025
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every Planet Fitness filing is on SEC EDGAR ↗. 8-K briefs of other companies →