Shane McGuiness - Feb 10, 2022 Form 3 Insider Report for Planet Fitness, Inc. (PLNT)

Role: President, Corporate Clubs
Signature: /s/ Justin Vartanian, Attorney-in-Fact
Stock symbol: PLNT
Transactions as of: Feb 10, 2022
Transactions value $: $0
Form type: 3
Date filed: 2/14/2022, 08:41 PM
Next filing: Mar 17, 2022

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
holding	PLNT	Holding Units and Class B common stock							Feb 10, 2022	Class A common stock	358K		Direct	F1

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

Explanation of Responses:

Id	Content
F1	Pursuant to the terms of the Exchange Agreement dated as of August 5, 2015 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.The Holding Units do not expire and the holders thereof are not required to pay an exercise price in connection with exchanges. 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.

Content

Pursuant to the terms of the Exchange Agreement dated as of August 5, 2015 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.The Holding Units do not expire and the holders thereof are not required to pay an exercise price in connection with exchanges. 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.