Planet Fitness, Inc. (PLNT) Earnings Call Transcript & Summary

Welcome to the 2020 Annual Meeting for Planet Fitness. Our host for today's call is Justin Vartanian, General Counsel and Corporate Secretary. [Operator Instructions] I will now turn the call over to your host. Mr. Vartanian, you may begin, sir.

Good afternoon, ladies and gentlemen. And welcome to the Planet Fitness 2020 Annual Shareholders Meeting. Thank you all for attending today. I'm Justin Vartanian, the company's General Counsel and Corporate Secretary, and I'll be presiding at today's meeting. We're conducting this year's meeting virtually this year in response to the stay-at-home measures in place to help slow the spread of COVID-19. Our thoughts are with everyone affected by the virus and all those on the front line fighting the pandemic. We thank you. We look forward to providing everyone with a detailed update on our business during our first quarter earnings call, which is scheduled for May 5 at 4:30 p.m. Eastern Time. I hereby call the meeting to order. First, I'd like to recognize the members of the company's Board of Directors on the line with us this afternoon. Chris Rondeau, who is also our Chief Executive Officer; Stephen Spinelli, Jr., our Board Chair; David Berg; Fran Rathke; Craig Benson; Cammie Dunaway; and our newest member, Enshalla Anderson. We thank each of you for your service on our Board. We also have members of our senior management team with us this afternoon: President, Dorvin Lively; Chief Financial Officer, Tom Fitzgerald; Chief Digital and Information Officer, Craig Miller; Chief Development Officer, Ray Miolla; Chief People Officer, Kathy Gentilozzi; Chief Marketing Officer, Jeremy J. T. Tucker; and Chief Accounting Officer, Brian O'Donnell. Lastly, Dave Wilson from KPMG is also on the line and will be available during the question-and-answer portion of the meeting. We'll start with the rules of conduct. The agenda and the rules of conduct for the annual meeting have been posted to our annual meeting website. We ask that you abide by these rules to be fair to the other shareholders so that we can conduct an orderly meeting. We have several business items to take care of today. After a brief description of each proposal, we will consider questions specific to that proposal. After the conclusion of the formal business of the meeting, we will also consider general questions related to the business and its operations. I'll ask that you please hold your questions until the appropriate time. Thank you for your cooperation with the rules. Commencing on or about March '20, Broadridge Financial Solutions, the company's mailing agent for this meeting, mailed a notice of Internet availability of proxy materials or a packet that included a notice of this annual meeting, a proxy statement and an annual report to each shareholder of record. A copy of the notice of meeting, along with the affidavit of distribution will be included in the minutes of this meeting. Our first order of business is to determine whether the shares represented at the meeting, either in person or by proxy, are sufficient to constitute a quorum for the purpose of transacting business. The company has appointed [ Frank Aaron ], who is representing Broadridge Financial Solutions as the inspector of election. He will tabulate all votes cast for or against the proposals to be considered as well as any abstentions. The inspector of election has certified to us that there are represented in person or by proxy, 73,081,830 shares of common stock or approximately 84.56% of all shares entitled to vote at this meeting. The holders of a majority of shares of the company's common stock entitled to vote at this meeting are present in person or represented by proxy. Accordingly, a quorum is present and the meeting is duly constituted to transact business. The next order of business is a description of the proposals to be voted on at today's meeting. The first proposal to be voted on is the election of 2 directors as Class II directors to serve a term expiring at the 2023 Annual Meeting of Shareholders and until their successors are duly elected and qualified or earlier resignation or removal. Based on the recommendation of our Nominating and Corporate Governance Committee, the Board has nominated for election the following persons as directors of the company: Stephen Spinelli, Jr. and Enshalla Anderson. Are there any questions on this proposal? Seeing none, we'll move to the next proposal. The second proposal to be voted on is the ratification of the selection of the company's independent registered public accounting firm for the 2020 fiscal year. Based on the recommendation of the Audit Committee, the Board recommends that the shareholders ratify the selection of KPMG LLP as the company's independent registered public accounting firm for the fiscal year 2020. Are there any questions on this proposal? Seeing none, we will move on to our third and final proposal. The third and final proposal to be voted on is the approval on an advisory basis of the compensation of the company's named executive officers. Based on the recommendation of the Compensation Committee, the Board recommends the shareholders approve on an advisory basis, the compensation of the company's named executive officers. Are there any questions on this proposal? Seeing none, we will move on to voting. It is 2:06 p.m. Eastern Time and the polls are now open. Any shareholder who hasn't yet voted or wishes to change their vote may do so now by clicking on the voting button on the web portal and following the instructions there. Shareholders who have sent in proxies or voted by telephone or Internet and do not want to change their vote do not need to take any further action here. I will pause for a minute now to give you an opportunity to get in any final votes, and then we'll resume with the meeting. [Voting]

Okay. It is 2:07. Since all those desiring to vote appear to have done so, I hereby declare the polls closed. The ballots and proxies will be held in the possession of the inspector of election. The inspector of election will now count the votes and be back with you momentarily. Okay. Now I'll give the report of the inspector of election. The inspector of election has presented his report certifying the following preliminary results. Proposal 1. First, Stephen Spinelli, Jr. and Enshalla Anderson have been elected to the Board of Directors to serve as Class II directors with the term expiring at the 2023 Annual Meeting of Shareholders. Second, the selection of KPMG LLP as the company's independent auditors has been ratified. Finally, the compensation of the company's named executive officers has been approved on an advisory basis. The final vote on each proposal will be included in upcoming Form 8-K filing and posted on our website as soon as it's available. We've concluded the scheduled business portion of the annual meeting. Discussion on those matters is now closed. We'll move next to a brief question-and-answer period to address general business matters that are properly brought before this meeting. Before taking any questions, I wanted to take a minute to recognize someone who's been a great asset to this company over the past few years. As we mentioned in our proxy statement, David Berg did not stand for reelection this year and will retire from the Board as of the close of today's meeting. He served on our Board since September 2015 about a month after our IPO. In the year since his appointment, our company has undergone tremendous growth and recent pretty incredible milestones. We'd like to sincerely thank him for the time, effort and wisdom that he brought to our Board and a significant contributions to the company's growth. Thank you, David, for serving on our Board. We wish you well. We will now take shareholder questions that are being entered today on the web portal. [Operator Instructions] While we have not received any questions, I would like to recognize the comment of the Carpenter Union Pension Funds and their expression of appreciation for the leadership and sacrifice of our senior management team and our Board of Directors during this difficult time. Thank you for that comment. Okay. Seeing no further questions, this annual meeting of the Planet Fitness shareholders is now closed. I'd like to express my sincere appreciation to the shareholders who attended this meeting as well as those who submitted their proxies but were not able to join us today for their continued support of the company. Stay safe and be well. Thank you.

This now concludes the meeting. Thank you for joining. And have a pleasant day.