Six Flags Entertainment Corporation SEC Filings

Six Flags Entertainment Corporation (FUN) reported a challenging quarter while integrating its merger with Cedar Fair. Cedar Fair is the accounting acquirer, and the combined company now trades under “FUN.”

For the three months ended September 28, 2025, net revenues were $1,317.8 million versus $1,348.4 million a year ago. The quarter included $1,518.1 million of non-cash impairments across several Six Flags parks and trade names, driving an operating loss of $1,103.6 million and a net loss of $1,187.3 million (diluted EPS $(11.77)). For the nine months, operating cash flow was $365.1 million and capital expenditures were $408.1 million.

Balance sheet highlights show total notes and loans of $5,050.7 million (gross). The company added a $500 million term loan on June 27, 2025, redeemed the remaining $200 million of 2025 Six Notes, and ended the quarter with $112.0 million drawn on its revolver and $692.2 million of revolver availability. Current deferred revenue was $333.1 million. The company plans to close Six Flags America after the 2025 season. A $40.0 million securities class action settlement was approved in January 2025 and fully funded by insurance. Shares outstanding were 101,474,349 as of October 31, 2025.

Morgan Stanley filed a Schedule 13G disclosing a passive stake in Six Flags Entertainment Corporation. The firm reported beneficial ownership of 5,695,414 shares, representing 5.6% of the company’s common stock as of the event date 09/30/2025. It reported shared voting power over 5,630,442 shares and shared dispositive power over 5,695,414 shares.

Separately, Morgan Stanley Capital Services LLC reported beneficial ownership of 5,489,443 shares, or 5.4%, with shared voting and shared dispositive power over the same 5,489,443 shares. The filing states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.

Six Flags Entertainment Corporation (FUN) furnished materials related to its fiscal third-quarter 2025 results. The company issued a news release disclosing Q3 2025 performance and posted a slide presentation on its investor relations website. Both items are provided as exhibits and are designated as furnished, not deemed “filed” under Section 18 of the Exchange Act.

The news release is included as Exhibit 99.1 and the earnings call presentation as Exhibit 99.2. The materials may be used, in whole or in part, or with modifications, in presentations to investors, analysts and others. The report is signed by Chief Financial Officer Brian C. Witherow on November 7, 2025.

Sachem Head–affiliated reporting persons filed a joint Form 3 for Six Flags Entertainment Corporation (FUN). The filing lists indirect beneficial ownership of 5,030,000 shares of common stock. It also discloses three cash‑settled total return swaps referencing an aggregate 4,995,000 shares, each with an expiration date of 06/03/2027 and reference prices of $28.6892, $28.6115, and $29.0555.

Jonathan Brudnick is identified as a director of the issuer. The joint filers include Sachem Head Capital Management LP, Uncas GP LLC, Sachem Head GP LLC, and Scott D. Ferguson, who may be deemed directors by deputization. The reporting persons disclaim beneficial ownership of the subject securities except to the extent of any pecuniary interest, and state the swaps do not confer voting, investment, or dispositive power over Six Flags securities.

Six Flags Entertainment Corporation (FUN) entered into a Cooperation Agreement with Sachem Head Capital Management, expanding its Board from 12 to 13 directors and appointing Jonathan Brudnick as a Class III director with a term expiring at the 2027 Annual Meeting. He also joins the Nominating and Governance Committee.

Mr. Brudnick delivered an irrevocable resignation letter effective upon the earliest of Sachem Head falling below a 3% beneficial ownership/economic exposure threshold or a final non‑appealable judgment finding an uncured material breach of the agreement. Until the standstill termination date, Sachem Head agreed to vote in line with the Board’s recommendations, with a carve‑out allowing proportional voting if ISS or Glass Lewis recommend otherwise on Company proposals (excluding director elections) and full discretion on extraordinary transactions. The agreement includes customary standstill and mutual non‑disparagement provisions and remains in place until 20 days after Mr. Brudnick ceases to serve.

The Company noted the Board will expand to 13 and, following previously announced departures, decrease to 11. A related press release was furnished as an exhibit.

Six Flags Entertainment Corporation reported a governance update: the board designated a non-executive Chair position to take effect on January 1, 2026. The notice references a press release dated October 10, 2025 and identifies Brian C. Witherow as Chief Financial Officer. The filing is brief and does not disclose executive compensation changes, reasons for the governance move, or other operational or financial impacts. This appears to be a board leadership change announcement without accompanying financial metrics or major transactions.

Tim Fisher, Chief Operating Officer of Six Flags Entertainment Corporation (FUN), reported a tax-withholding disposition related to vested restricted stock. On 08/22/2025 he had 21,850 shares withheld and disposed at an average price of $25.59 to satisfy tax obligations tied to a restricted stock award that vested the same day. After the withholding, Mr. Fisher beneficially owns 241,334 shares. The filing is a routine Section 16 report documenting the withholding and transfer of shares to cover taxes on equity vesting.

Six Flags Entertainment Corporation reported results of a non-binding advisory vote on the frequency of future say-on-pay votes held at its 2025 Annual Meeting. Shareholders cast 77,006,513 votes for holding the vote every year, 268,913 for every two years, 317,291 for every three years, and 189,554 abstained, with 12,479,799 broker non-votes. Based on these results, the Board of Directors determined the company will continue to hold an advisory say-on-pay vote annually. The Board expects the next advisory vote on the frequency of say-on-pay votes to occur at the company’s 2031 annual meeting of stockholders.