Christopher Rondeau - 08 Nov 2021 Form 4 Insider Report for Planet Fitness, Inc. (PLNT)

Role: Chief Executive Officer, Director
Signature: /s/ Justin Vartanian, Attorney-in-Fact
Issuer symbol: PLNT
Transactions as of: 08 Nov 2021
Net transactions value: -$14,410,275
Form type: 4
Filing time: 10 Nov 2021, 15:45:18 UTC
Next filing: 17 Nov 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PLNT	Class A common stock	Conversion of derivative security	$0	+150,000		$0.000000	150,000	08 Nov 2021	By Trust	F1
transaction	PLNT	Class A common stock	Sale	$14,410,275	-150,000	-100%	$96.07	0	08 Nov 2021	By Trust	F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	PLNT	Holding Units and Class B common stock	Conversion of derivative security	$0	-150,000	-9.5%	$0.000000	1,423,333	08 Nov 2021	Class A common stock	150,000		By Trust	F1, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On November 8, 2021 the Christopher J. Rondeau Revocable Trust of 2006, u/d/t 05/15/06 exchanged 150,000 Common Units of Pla-Fit Holdings, LLC ("Holding Units") and 150,000 shares of Class B common stock of Planet Fitness, Inc. (the "Company") for 150,000 shares of Class A common stock of the Company, and substantially simultaneously sold all 150,000 shares of Class A common stock of the Company on the open market. Following the sale, the Christopher J. Rondeau Revocable Trust of 2006, u/d/t 05/15/06 holds 1,423,333 Holding Units and 1,423,333 shares of Class B common stock of the Company.
F2	The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $95.405 to $96.40, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth herein.
F3	Pursuant to the terms of the Exchange Agreement dated as of August 5, 2015, as amended, by and among the Company, Pla-Fit Holdings, LLC and the holders from time to time of Holding Units and shares of Class B common stock, the holders thereof may exchange all or a portion of their Holding Units along with an equal number of shares of Class B common stock for shares of Class A common stock of the Company on a one-to-one basis (one Holding Unit and one share of Class B common stock together exchangeable for one share of Class A common stock). The holders thereof are not required to pay an exercise price in connection with any such exchange. The Holding Units do not expire. The Class B common stock provides the holder with one vote on all matters submitted to a vote of the Company's stockholders but does not entitle the holder to any of the economic rights associated with shares of the Company's Class A common stock.