Six Flags (FUN) CEO reports accelerated stock and PSU vesting after departure

Rhea-AI Filing Summary

Six Flags Entertainment Corporation reported an insider equity transaction by its President & CEO and director following his departure from the company. On December 5, 2025, the executive had 114,531 shares of common stock withheld to cover taxes tied to accelerated vesting of previously reported restricted stock awards, and later in the day held 602,697 shares directly. He also received 298,190 shares at no cost upon accelerated vesting and settlement of previously unreported performance stock units, increasing his direct holdings to 900,887 shares. A further 130,310 shares were then withheld for tax on that PSU vesting, leaving the executive with 770,577 directly owned shares of Six Flags common stock.

Insights

Equity Compensation and Governance Analyst

CEO exit triggers accelerated equity awards and tax withholding, causing modest net share issuance but no clear directional impact.

The filing shows the President & CEO and Director of Six Flags Entertainment Corporation/NEW receiving accelerated equity in connection with departure from the Company. Previously granted restricted stock, restricted stock units, and performance stock units vested early, consistent with a separation scenario. A total of 298,190 shares were earned from performance stock units at a grant price of $0, while 114,531 and 130,310 shares were withheld at a price of $15.32 to cover tax obligations.

After these transactions, the reporting person directly holds 770,577 shares of common stock, so overall ownership remains substantial even after tax-related share withholding. The activity reflects contractual equity arrangements rather than open-market buying or selling, and there are no derivative securities reported as acquired or disposed in Table II. The mechanics here matter mainly for understanding dilution and confirming that the change in holdings stems from compensation terms tied to the executive’s departure.

The net effect is a modest increase in outstanding shares from the performance stock units, partially offset by shares withheld for taxes. From a governance angle, the key signal is that a top officer and director has departed and had awards accelerate, but details of any broader leadership or strategic changes would appear in other filings. Over the next few quarters, the most concrete item to track is any follow-up disclosure that clarifies succession, revised compensation structures, or additional separation-related costs.

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
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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^*

Zimmerman Richard

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/05/2025

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	12/05/2025		F		114,531(1)	D	$15.32	602,697	D
Common Stock, par value $0.01 per share	12/05/2025		A		298,190(2)	A	$0	900,887	D
Common Stock, par value $0.01 per share	12/05/2025		F		130,310(3)	D	$15.32	770,577	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/ Richard A. Zimmerman	12/09/2025
	** 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.
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FAQ

What insider transaction did Six Flags (FUN) disclose in this Form 4?

The company disclosed equity transactions by its President & CEO and director involving accelerated vesting of restricted stock and performance stock units, along with share withholding for taxes.

How many Six Flags (FUN) shares did the executive receive from PSU vesting?

The executive received 298,190 Six Flags common shares at a price of $0 upon accelerated vesting and settlement of previously unreported performance stock units.

How many Six Flags (FUN) shares were withheld to cover tax liabilities?

A total of 114,531 shares were withheld for tax on accelerated vesting of restricted stock awards and restricted stock units, and 130,310 shares were withheld for tax on the performance stock unit vesting.

What is the executive’s Six Flags (FUN) share ownership after these transactions?

After the reported transactions on December 5, 2025, the executive directly owned 770,577 shares of Six Flags common stock.

What role does the reporting person hold at Six Flags (FUN)?

The reporting person is listed as a Director and Officer, serving as President & CEO of Six Flags Entertainment Corporation.

How is the executive’s departure from Six Flags (FUN) connected to these share transactions?

The filing explains that both the tax-withheld shares and the shares received from performance stock units result from the accelerated vesting of awards in connection with the reporting person’s departure from the company.