Dorvin D. Lively - Aug 26, 2021 Form 4 Insider Report for Planet Fitness, Inc. (PLNT)

Role
President
Signature
/s/ Justin Vartanian, Attorney-in-Fact
Stock symbol
PLNT
Transactions as of
Aug 26, 2021
Transactions value $
-$8,030,729
Form type
4
Date filed
8/30/2021, 07:15 PM
Previous filing
Nov 5, 2021
Next filing
May 27, 2022

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 +48.5K +88.65% $0.00 103K Aug 26, 2021 Direct F1
transaction PLNT Class A Common Stock Sale -$3.87M -48.5K -46.99% $79.79 54.7K Aug 26, 2021 Direct F1, F2
transaction PLNT Class A Common Stock Conversion of derivative security $0 +27.8K +50.79% $0.00 82.4K Aug 27, 2021 Direct F3
transaction PLNT Class A Common Stock Sale -$2.23M -27.8K -33.68% $80.44 54.7K Aug 27, 2021 Direct F3, F4
transaction PLNT Class A Common Stock Conversion of derivative security $0 +23.8K +43.47% $0.00 78.4K Aug 27, 2021 Direct F3
transaction PLNT Class A Common Stock Sale -$1.93M -23.8K -30.3% $81.22 54.7K Aug 27, 2021 Direct F3, F5

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 -48.5K -11.6% $0.00 370K Aug 26, 2021 Class A common stock 48.5K Direct F1, F6
transaction PLNT Holding Units and Class B common stock Conversion of derivative security $0 -51.5K -13.95% $0.00 318K Aug 27, 2021 Class A common stock 51.5K Direct F3, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On August 26, 2021 Dorvin Lively exchanged 48,467 Common Units of Pla-Fit Holdings, LLC ("Holding Units") and 48,467 shares of Class B common stock of Planet Fitness, Inc. (the "Company") for 48,467 shares of Class A common stock of the Company, and substantially simultaneously sold all 48,467 shares of Class A common stock of the Company on the open market. Following the sale, Mr. Lively held 369,526 Holding Units and 369,526 shares of Class B common stock of the Company, as well as 54,671 shares of Class A common stock.
F2 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $79.46 to $80.01, 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 On August 27, 2021, Dorvin Lively exchanged 51,533 Common Units of Pla-Fit Holdings, LLC ("Holding Units") and 51,533 shares of Class B common stock of Planet Fitness, Inc. (the "Company") for 51,533 shares of Class A common stock of the Company, and substantially simultaneously sold all 51,533 shares of Class A common stock of the Company on the open market. Following the sale, Mr. Lively held 317,993 Holding Units and 317,993 shares of Class B common stock of the Company, as well as 54,671 shares of Class A common stock.
F4 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $79.97 to $80.97, 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.
F5 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $80.98 to $81.57, 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.
F6 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.