Planet Fitness, Inc. 8-K

What Happened

• Planet Fitness filed an 8-K on May 11, 2026 reporting the results of its annual meeting held May 5, 2026. Roughly 73,996,496 shares were present or represented by proxy (~93.19% of shares entitled to vote).
• Four director nominees were elected to three-year terms: Stephen Spinelli, Jr.; Colleen Keating; Enshalla Anderson; and Steve Beard. Vote totals (For / Withheld / Broker non-votes): Spinelli — 53,137,536 / 19,182,325 / 1,676,635; Keating — 70,826,011 / 1,493,850 / 1,676,635; Anderson — 66,673,987 / 5,645,874 / 1,676,635; Beard — 72,115,474 / 204,387 / 1,676,635.
• Shareholders ratified KPMG LLP as the company’s independent registered public accounting firm for 2026 (72,365,638 For; 1,584,784 Against; 46,074 Abstain).
• The advisory (non-binding) vote on named executive officer compensation was approved (69,386,339 For; 2,814,178 Against; 119,344 Abstain; 1,676,635 Broker non-votes).

Key Details

• Meeting date: May 5, 2026; 73,996,496 shares voted (~93.19% turnout).
• Director election results include substantial For votes for Keating (70.8M) and Beard (72.1M); Spinelli had the largest withheld votes (~19.18M).
• Auditor ratification: KPMG LLP approved for FY 2026 (72.37M For).
• Say-on-pay: Advisory approval with ~69.39M For and ~2.81M Against.

Why It Matters

• The results confirm board continuity with the four nominees elected to full three-year terms, which matters for corporate governance and strategic continuity.
• Ratification of KPMG as auditor means the same independent auditor will oversee the company’s 2026 financial audits, a routine but important governance outcome.
• The advisory approval of executive compensation indicates a majority shareholder endorsement of the company’s pay policies for named executives (non-binding). Investors should note the vote totals (including withheld and broker non-votes) as a measure of shareholder sentiment.
• The company filed the 8-K on May 11, 2026; the report was signed by Thomas Fitzgerald, Interim Chief Financial Officer.