Six Flags insider filing shows departure-related vesting, no open-market sales

Rhea-AI Filing Summary

Six Flags Entertainment Corporation (symbol listed as FUN) – Form 4 filed 24-Jun-2025

Chief Human Resources Officer Monica Sauls disclosed equity activity associated with her departure from the company. On 20-Jun-2025 she received 23,542 common shares through accelerated vesting of previously unreported Performance Stock Units (transaction code A, price $0). To cover payroll taxes, the issuer withheld 15,950 shares and 10,289 shares in two “F” transactions priced at $30.34, for a total of 26,239 shares surrendered. After the transactions, Sauls directly owns 34,473 common shares.

The filing contains no open-market buying or selling; all dispositions are tax-withholding, limiting any directional trading signal. No derivative positions remain, and the document does not reference a Rule 10b5-1 trading plan.

While the share movements are administratively routine, the accelerated vesting confirms the executive’s exit and may warrant modest governance attention. Financially, the net share reduction (≈2,700 shares) is immaterial relative to the company’s float, implying limited market impact.

Positive

• No open-market sales; all dispositions were issuer-withheld for tax, reducing bearish interpretation
• Executive retains 34,473 shares, suggesting continued equity interest even after departure

Negative

• Chief HR Officer departure represents leadership turnover that may concern corporate governance-focused investors
• Net reduction of 2,697 shares modestly decreases insider ownership

Insights

Financial Analyst

TL;DR: Routine tax-withholding; minimal price signal; CHRO departure noted.

The Form 4 shows settlement of performance stock units on separation, paired with automatic share withholding for taxes. Because the shares were not sold into the market, the activity does not indicate insider bearishness or liquidity needs. Net dilution is negligible versus Six Flags’ total outstanding shares. Aside from confirming an executive transition already announced internally, I see no material financial impact for investors.

Corporate Governance Expert

TL;DR: Departure-related vesting; limited governance risk, no red flags.

Accelerated vesting on termination is common in executive contracts; the grant size and tax withholding fall within standard practice. Sauls retains 34,473 shares, maintaining some alignment post-exit. The filing raises no compliance issues, contains a manual signature, and shows no use of a 10b5-1 plan. Governance focus should be on succession planning for the HR function rather than the equity transactions themselves.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SAULS MONICA

(Last) (First) (Middle)

8701 RED OAK BLVD.

(Street)

CHARLOTTE NC 28217

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Six Flags Entertainment Corporation/NEW [ FUN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief HR Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.01 per share	06/20/2025		F		15,950(1)	D	$30.34	21,220	D
Common Stock, par value $0.01 per share	06/20/2025		A		23,542(2)	A	$0	44,762	D
Common Stock, par value $0.01 per share	06/20/2025		F		10,289(3)	D	$30.34	34,473	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares withheld in payment of tax liability resulting from the accelerated vesting of previously reported restricted stock awards and restricted stock units, in connection with the reporting person's departure from Six Flags Entertainment Corporation (the "Company").

2. Shares earned upon accelerated vesting and settlement of previously unreported Performance Stock Units ("PSUs"), in connection with the reporting person's departure from the Company.

3. Represents shares withheld for payment of tax liability resulting from the accelerated vesting and settlement of the PSUs described in footnote 2 above.

Remarks:

	/s/ Monica Sauls	06/24/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many Six Flags (FUN) shares did Monica Sauls acquire in the Form 4?

She acquired 23,542 shares through accelerated vesting of Performance Stock Units at no cost.

Were any open-market sales reported by the insider?

No. All 26,239 shares disposed were issuer-withheld for tax obligations (Code F), not sold on the open market.

What price was used for the tax-withholding transactions?

The company valued the withheld shares at $30.34 per share for tax purposes.

What is Monica Sauls’ share ownership after the transactions?

Following the reported activity, Sauls directly owns 34,473 common shares of Six Flags Entertainment Corporation.

Does the filing reference a Rule 10b5-1 trading plan?

No. The Form 4 does not indicate that the transactions were executed under a Rule 10b5-1(c) plan.

Why did the Performance Stock Units vest early?

The PSUs vested due to accelerated vesting triggered by the reporting person’s departure from the company.