Six Flags Entertainment Corp (Form: 8-K, Received: 02/13/2017 17:23:18)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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) February 8, 2017

Six Flags Entertainment Corporation

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)



1-13703		13-3995059
(Commission File Number)		(IRS Employer Identification No.)



924 Avenue J East
Grand Prairie, Texas		75050
(Address of Principal Executive Offices)		(Zip Code)

(972) 595-5000

(Registrant’s Telephone Number, Including Area Code)

(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):

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

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

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

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


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

On February 8, 2017, Six Flags Entertainment Corporation (the “Company”) announced that Nancy A. Krejsa has been elected to the Board of Directors (the "Board") effective March 1, 2017 following Ms. Krejsa's retirement as Senior Vice President, Investor Relations, of the Company. Ms. Krejsa will participate in the Company’s non-employee director compensation program for her service on the Board. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

On February 10, 2017, the Company entered into an amendment (the "Amendment") to the employment agreement of James Reid-Anderson, Executive Chairman of the Company. The Amendment provides that Mr. Reid-Anderson will receive a base salary of $1,000,000 during the second year of the term of his employment and that Mr. Reid-Anderson's bonus for the 2017 performance year will be paid in shares of the Company’s common stock. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by the text of the Amendment, a copy of which is attached hereto as Exhibit 10.1.

Walter S. Hawrylak, Senior Vice President, Administration, informed the Company of his intention to retire from the Company effective February 28, 2017.


Item 8.01	Other Events.

On February 9, 2017, the Company announced that the Board declared a quarterly cash dividend of $0.64 per share of common stock. The dividend will be payable March 13, 2017 to shareholders of record as of March 1, 2017. A copy of the press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits


10.1	Amendment No. 1 to Employment Agreement, dated February 10, 2017, by and between James Reid-Anderson and Six Flags Entertainment Corporation

99.1 Press Release Announcing New Director, dated February 8, 2017

99.2 Press Release Announcing Quarterly Cash Dividend, dated February 9, 2017

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


	By:	/s/ Lance C. Balk
		Name:	Lance C. Balk
		Title:	Executive Vice President and General Counsel

Date: February 13, 2017

EXHIBIT INDEX



Exhibit No.		Description

10.1		Amendment No. 1 to Employment Agreement, dated February 10, 2017, by and between James Reid-Anderson and Six Flags Entertainment Corporation
99.1		Press Release Announcing New Director, dated February 8, 2017
99.2		Press Release Announcing Quarterly Cash Dividend, dated February 9, 2017

Exhibit 10.1

Amendment No. 1

Employment Agreement

This Amendment No. 1 (“ Amendment ”), dated as of February 10, 2017 between James Reid-Anderson and Six Flags Entertainment Corporation amends that certain Employment Agreement, dated as of February 18, 2016 (the “ Agreement ”) between James Reid-Anderson and Six Flags Entertainment Corporation. Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Agreement.

1. Subsections (a) and (b) of Section 3 Compensation of the Agreement are hereby amended in their entirety to read as follows:

“(a) Base Salary . During the Term, Executive shall receive a base salary (as applicable, the “ Base Salary ”) at an annual rate of no less than $1,000,000. Base Salary shall be paid at such times and in such manner as the Company customarily pays the base salaries of its employees. In the event that Executive’s Base Salary is increased by the Board in its discretion at any time during the Term, such increased amount shall thereafter constitute the Base Salary.

(b) Annual Bonus . During the Term, Executive shall have a target bonus opportunity (“ Target Bonus ”) of 100% of Base Salary. Notwithstanding the foregoing, for the 2016 performance year, Executive’s Target Bonus percentage shall be pro rated with 100% of Base Salary as the Target Bonus percentage for the portion of the 2016 fiscal year this Agreement is in effect and 120% of Base Salary as the Target Bonus percentage for the portion of the 2016 fiscal year before this Agreement is in effect. Any annual bonus payable to Executive shall be paid during the calendar year following the calendar year performance year and no later than five days following the filing of the Company’s Form 10-K for the performance year (or, if the Company is not required to or does not file a Form 10-K, no later than five days following the completion of the audit of the applicable performance year). The Executive’s bonus shall be paid at the same time as the bonuses paid to other executive officers. The bonus for the 2017 performance year shall be paid in shares of the Company’s common stock. Executive’s bonus for 2017 shall be paid to Executive even if the Term has expired or Executive’s employment with the Company ceased after December 31, 2017. Executive shall have a pro rated Target Bonus for 2018 which shall be paid to Executive even if the Term has expired or Executive’s employment with the Company ceased after the end of the Term.”

2. Except as set forth in this Amendment, the Agreement remains in full force and effect.

IN WITNESS WHEREOF, the undersigned execute this Amendment as of the date set forth above.



SIX FLAGS ENTERTAINMENT CORPORATION
By: /s/ Lance C. Balk		Date: February 10, 2017
Name: Lance C. Balk
Title: General Counsel
/s/ James Reid-Anderson James Reid-Anderson		Date: February 10, 2017

Exhibit 99.1



Contact: Steve Purtell Sr. VP Investor Relations & Treasurer +1-972-595-5180 spurtell@sftp.com

Nancy A. Krejsa to Join Six Flags Board of Directors

GRAND PRAIRIE, Texas — February 8, 2017 — Six Flags Entertainment Corporation (NYSE:SIX), the world’s largest regional theme park company, today announced its Board of Directors has elected Nancy A. Krejsa as a new director effective March 1, 2017.

Ms. Krejsa, 58, has more than 36 years of experience in the leisure and healthcare industries. She spent seven years as Senior Vice President, Investor Relations and Corporate Communications for Six Flags Entertainment where she led investor relations, public relations, and international business development, and was also actively involved in re-establishing the company’s strategy, mission, vision and values following its debt restructuring in 2010.

Prior to joining Six Flags, Ms. Krejsa held a variety of senior leadership positions at Siemens Healthcare Diagnostics, Dade Behring—a medical diagnostics firm—and Baxter International in roles that spanned finance, treasury, operations, strategy, investor relations and corporate communications.

“Nancy is an accomplished business leader who brings a wealth of experience to our board and a broad understanding of capital markets, business strategy, operations and communications,” said Usman Nabi, Director and Chairman of the Nominating & Governance Committee, Six Flags Entertainment Corporation. “We will benefit from her expertise and insights as we continue to execute our long-term business strategy building on our incredible momentum and success.”

About Six Flags Entertainment Corporation

Six Flags Entertainment Corporation is the world’s largest regional theme park company with $1.3 billion in revenue and 18 parks across the United States, Mexico and Canada. For 56 years, Six Flags has entertained millions of families with world-class coasters, themed rides, thrilling water parks and unique attractions. For more information, visit www.sixflags.com .

Exhibit 99.2



FOR IMMEDIATE RELEASE Contact: Stephen Purtell Senior Vice President Investor Relations and Treasurer +1-972-595-5180 spurtell@sftp.com

Six Flags Announces Quarterly Cash Dividend

GRAND PRAIRIE, Texas — February 9, 2017 — Six Flags Entertainment Corporation (NYSE: SIX), the world’s largest regional theme park company, today announced that its board of directors declared a first quarter cash dividend of $0.64 per share of common stock payable to shareholders of record as of March 1, 2017. The dividend will be payable March 13, 2017.

About Six Flags Entertainment Corporation