Form 8-K

8-K — Six Flags Entertainment Corporation/NEW

Accession: 0001193125-26-212477

Filed: 2026-05-07

Period: 2026-05-07

CIK: 0001999001

SIC: 7900 (SERVICES-AMUSEMENT & RECREATION SERVICES)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — d143250d8k.htm (Primary)

EX-99.1 (d143250dex991.htm)

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8-K

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8-K

Six Flags Entertainment Corporation/NEW false 0001999001 0001999001 2026-05-07 2026-05-07

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 7, 2026

SIX FLAGS ENTERTAINMENT CORPORATION

(Exact name of Registrant as specified in its charter)

Delaware

001-42157

93-4097909

(State or other jurisdiction

of incorporation)

(Commission

File No.)

(I.R.S. Employer

Identification No.)

8701 Red Oak Blvd.,

Charlotte, North Carolina 28217

(Address of principal executive offices) (Zip Code)

(704) 414-4700

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, par value $0.01 per share

FUN

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 7, 2026, Six Flags Entertainment Corporation (the “Company”) announced the departures of Brian Witherow, the Chief Financial Officer of the Company, and Brian Nurse, the Chief Legal and Compliance Officer of the Company, effective May 8, 2026.

David Hoffman, the Chief Accounting Officer of the Company, will serve as the Interim Chief Financial Officer, effective May 8, 2026. Mr. Hoffman, age 57, has served as Chief Accounting Officer of the Company since the completion of the merger of legacy Six Flags and legacy Cedar Fair. Prior to the merger, Mr. Hoffman served as Senior Vice President and Chief Accounting Officer of Cedar Fair from 2012 until the consummation of the merger. Prior to that, he served as Vice President of Finance and Corporate Tax since 2010. He served as Vice President of Corporate Tax from 2006 through 2010. Prior to joining Cedar Fair, Mr. Hoffman served as a business advisor with Ernst & Young from 2002 through 2006. Mr. Hoffman is continuing under his current compensatory arrangement with the Company and will receive an additional $20,000 cash payment per month for his service as Interim Chief Financial Officer. Mr. Hoffman has no family relationship with any directors or executive officers of the Company, nor are there any arrangements or understandings between Mr. Hoffman and any other persons pursuant to which he was selected as the Interim Chief Financial Officer of the Company. There are no transactions between Mr. Hoffman and the Company that would require disclosure under Item 404(a) of Regulation S-K.

Item 7.01 Regulation FD Disclosure.

On May 7, 2026, the Company issued a press release announcing the matters disclosed in Item 5.02 above as well as other executive leadership changes. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated by reference herein.

The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description

99.1

Press Release, dated May 7, 2026 (furnished herewith)

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SIX FLAGS ENTERTAINMENT CORPORATION

(Registrant)

Date: May 7, 2026

By:

/s/ John Reilly

John Reilly

President and Chief Executive Officer

EX-99.1

Filename: d143250dex991.htm · Sequence: 2

EX-99.1

Exhibit 99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE

Investor Contact: Michael Russell, IR@sixflags.com

https://investors.sixflags.com

Media Contact: Kristin Fitzgerald, kristin.fitzgerald@sixflags.com

SIX FLAGS ANNOUNCES LEADERSHIP TRANSITIONS

•

Amy Martin Ziegenfuss and Christopher Bennett to be Appointed Chief Marketing Officer and Chief Legal and

Compliance Officer, Respectively, Effective June 3, 2026

•

Brian Witherow to Step Down as Chief Financial Officer, Effective May 8, 2026; Dave Hoffman to Serve as

Interim Finance Lead Until Successor is Named

CHARLOTTE, N.C. (May 7, 2026) — Six Flags Entertainment Corporation

(NYSE: FUN) (“Six Flags” or the “Company”), North America’s largest regional amusement park operator, today announced several leadership updates designed to strengthen the Company’s commercial, marketing, legal

and finance capabilities as it continues to advance its integration and value-creation priorities.

Amy Martin Ziegenfuss will join Six Flags as Chief

Marketing Officer and Christopher Bennett will join as Chief Legal and Compliance Officer, each effective on June 3, 2026. Ziegenfuss will succeed Christian Dieckmann who departed the Company effective May 2, 2026. Bennett will succeed

Brian Nurse who will depart the Company effective May 8, 2026.

In addition, Brian Witherow will step down as Chief Financial Officer, effective

May 8, 2026. The Company has advanced its CFO succession process with several excellent candidates and will provide an update when the process underway is complete. Dave Hoffman, Six Flags’ Chief Accounting Officer, will serve as Interim

Finance Lead during the transition.

Amy Martin Ziegenfuss is a senior marketing executive with deep experience across travel, hospitality and

experiential consumer businesses. She will join Six Flags from Carnival Cruise Line, where she served as Chief Marketing Officer and modernized the company’s marketing organization through data-driven segmentation and measurement capabilities.

Previously, she was SVP of Global Enterprise & Brand Marketing at Hilton, where she advanced enterprise-wide marketing strategy and brand consistency across the company’s global portfolio, contributing to a significant increase in

bookings and more efficient media investments.

Christopher Bennett, a partner at the international law firm Dentons, has more than twenty-five years of

legal experience in the hospitality and leisure industries. Bennett’s career includes 16 years leading the legal department of Interstate Hotels & Resorts, which was a NYSE public company for 12 years, where he was Chief

Administrative Officer, General Counsel, and Secretary. Bennett was also General Counsel and Secretary of MeriStar Hospitality, a NYSE public hotel real estate investment trust. While at Interstate and MeriStar, Bennett managed more than

$2 billion of public and private debt transactions, more than 30 US and international joint ventures, an IPO and numerous public and private M&A transactions. Throughout his career, Bennett has managed more than $5 billion in real

estate transactions and negotiated hospitality transactions across more than 40 countries in 6 continents.

Given the central role that brand strength,

consumer insights, digital engagement and targeted demand generation play in Six Flags’ long-term growth strategy, the Company is separating the responsibilities of the Chief Commercial Officer into two focused roles: Chief Marketing Officer

and SVP, Commercial. Ziegenfuss will assume the responsibilities of Chief Marketing Officer, and Chris Meyering, current VP, Revenue Management at Six Flags, has been promoted to the role of SVP, Commercial, effective June 3, 2026. Meyering has

served in various operations management roles at Six Flags since 2021. He joined Six Flags from The Walt Disney Company, where he served as Commercial Strategy Manager, Commercial Integration & Franchise Management.

“As we enter the next chapter for Six Flags, now is the right time to bring in new leadership with relevant skills and fresh perspectives to advance our

key priorities,” said Six Flags President and CEO John Reilly. “Amy and Christopher are recognized leaders who bring considerable experience in marketing, hospitality, legal affairs, governance and complex consumer-facing businesses.

Chris Meyering has helped successfully implement key commercial initiatives during his time at Six Flags, and we are confident he will continue to make valuable contributions in his new role. Their expertise will augment our leadership team’s

capabilities as we continue to improve profitability, strengthen the Company’s balance sheet and focus resources on the highest-return opportunities across our irreplaceable portfolio.”

Six Flags

Entertainment Corporation - 8701 Red Oak Boulevard, Charlotte, NC 28217 - Phone: 704.414.4700

Reilly continued, “Marketing is central to how we attract guests, deepen engagement, grow season pass

and membership participation and build stronger relationships with consumers across our parks. Amy’s experience leading data-driven marketing organizations at major travel and hospitality brands is highly relevant to Six Flags as we sharpen

our commercial strategy and build on the momentum underway entering the 2026 summer season.”

“I also want to thank Brian Witherow, Christian

Dieckmann and Brian Nurse for their service and many contributions to Six Flags. They played key roles in helping the Company navigate a transformative period following the merger with Cedar Fair, and we wish them the best in their next

chapters,” Reilly concluded.

First Quarter 2026 Results

In a separate news release issued today, Six Flags announced its first quarter financial results for 2026. The Company’s earnings conference call will

take place today, May 7, 2026, at 8:00 a.m. ET, and a live webcast of the call will be available on the Six Flags Investors website at https://investors.sixflags.com under the tabs Investor Information / Events & Presentations.

About Amy Martin Ziegenfuss

Amy Martin Ziegenfuss

was most recently Chief Marketing Officer of Carnival Cruise Line, where she led the modernization of the company’s marketing organization and implemented data-driven strategies to strengthen customer engagement and insight. She previously

served as SVP of Global Enterprise & Brand Marketing at Hilton, leading enterprise and brand portfolio marketing and supporting the launch of several new hotel brands. Earlier in her career, she held marketing roles at Choice Hotels

International in the U.S. and Europe. She earned a B.A. in communications from Hood College and an MBA from George Washington University.

About

Christopher Bennett

Christopher Bennett is currently a partner in Dentons’ Hospitality and Leisure practice, providing counsel to global and

U.S.-focused hospitality brands, management companies, and hotel and resort owners and developers. Prior to Dentons, Bennett served as Chief Diversity & Inclusion Officer and Vice Chair of Eckert Seamans Cherin & Mellott’s

hospitality and gaming group. He previously spent sixteen years at Interstate Hotels & Resorts, Inc., where he held a variety of roles, including Chief Administrative Officer, General Counsel and Secretary, overseeing all legal, human

resources, international and public relations affairs. He is a Certified Public Accountant and earned a B.S. in accounting and finance from Virginia Tech and a JD from the University of Virginia.

Six Flags

Entertainment Corporation - 8701 Red Oak Boulevard, Charlotte, NC 28217 - Phone: 704.414.4700

About Six Flags Entertainment Corporation

Six Flags Entertainment Corporation (NYSE: FUN) is North America’s largest regional amusement-resort operator with 21 amusement parks, 14 water parks and

eight resort properties across 13 states in the U.S., Canada and Mexico. Focused on its purpose of making people happy, Six Flags provides fun, immersive and memorable experiences to millions of guests every year with world-class coasters, themed

rides, thrilling water parks, resorts and a portfolio of beloved intellectual property such as Looney Tunes®, DC Comics® and PEANUTS®.

Forward-Looking Statements

Some of the statements contained in this news release that are not historical in nature are forward-looking statements within the meaning of the federal

securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements as to our expectations, beliefs, goals and strategies regarding the

future. Words such as “anticipate,” “believe,” “create,” “expect,” “future,” “guidance,” “intend,” “plan,” “potential,” “seek,”

“synergies,” “target,” “will,” “would,” similar expressions, and variations or negatives of these words identify forward-looking statements. However, the absence of these words does not mean that the

statements are not forward-looking. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. These forward-looking statements may involve current plans, estimates, expectations and ambitions that are

subject to risks, uncertainties and assumptions that are difficult to predict, may be beyond our control and could cause actual results to differ materially from those described in such statements. Although we believe that the expectations reflected

in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct, that our growth and operational strategies will achieve the target results. Important risks and uncertainties that may cause

such a difference and could adversely affect attendance at our parks, our future financial performance, and/or our growth strategies, and could cause actual results to differ materially from our expectations or otherwise to fluctuate or decrease,

include, but are not limited to: failure to realize the anticipated benefits of the Merger, including difficulty in integrating the businesses of legacy Six Flags and legacy Cedar Fair; failure to realize the expected amount and timing of cost

savings and operating synergies related to the Merger; failure to realize the expected amount and timing of benefits related to the sale of parks and undeveloped land; adverse weather conditions; general economic, political and market conditions,

including global trade; the impacts of pandemics or other public health crises,

Six Flags

Entertainment Corporation - 8701 Red Oak Boulevard, Charlotte, NC 28217 - Phone: 704.414.4700

including the effects of government responses on people and economies; competition for consumer leisure time and spending or other changes in consumer behavior or sentiment for discretionary

spending; unanticipated construction delays or increases in construction or supply costs; changes in capital investment plans and projects; anticipated tax treatment, unforeseen liabilities, future capital expenditures, revenues, expenses, earnings,

synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for the management, expansion and growth of the Company’s operations; the impact of any potential shareholder

activism; failure to attract, motivate and retain qualified domestic and international employees and key personnel; legislative, regulatory and economic developments and changes in laws, regulations, and policies affecting the Company; acts of

terrorism or outbreak or escalation of war, hostilities, civil unrest, and other political or security disturbances; and other risks and uncertainties we discuss under the heading “Risk Factors” within our Annual Report on Form 10-K and in the other filings we make from time to time with the Securities and Exchange Commission. Readers are urged not to place undue reliance on these forward-looking statements, which speak only as of the date

of this document and are based on information currently and reasonably known to us. We do not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise

after publication of this news release.

This news release and prior releases are available under the News tab at

https://investors.sixflags.com

# # #

Six Flags

Entertainment Corporation - 8701 Red Oak Boulevard, Charlotte, NC 28217 - Phone: 704.414.4700

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