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

Welcome to the Planet Fitness 2021 Annual Meeting Shareholders Meeting. I would now like to turn the call over to Mr. Justin Vartanian.

Good afternoon, ladies and gentlemen, and welcome to the Planet Fitness 2021 Annual Shareholders Meeting. Thank you for attending today. My name is Justin Vartanian, I'm the company's General Counsel and Corporate Secretary, and I'll be conducting today's meeting. We're conducting this year's meeting virtually once again to help protect the health and safety of our shareholders, directors and officers in response to the COVID pandemic. Those shareholders who have been affected by the virus, our thoughts are with you. For those helping us continue the fight and helping us recover, our sincerest thanks. 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 today: Chris Rondeau, our Chief Executive Officer; Stephen Spinelli, our Board Chair; Fran Rathke; Craig Benson; Cammie Dunaway; Enshalla Anderson; Christopher Tanco; and Bernard Acoca. We offer a special thank you to each of our Board members for their service this past year for leading us through some challenging times. We also have members of our senior management team with us this afternoon: President, Dorvin Lively; Chief Financial Officer, Tom Fitzgerald; Chief Operations Officer, Bill Bode; 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, we have Dave Wilson from KPMG on the line as well, and he'll be available during the question-and-answer portion of the meeting. The agenda and the rules of conduct for this annual meeting have been posted to our annual meeting website. We ask that you abide by these rules in fairness to your fellow shareholders so that we conduct an orderly meeting. We have several business items to take care of today, and I'll describe each proposal and entertain any specific questions 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 ask that you please hold your questions until the appropriate time. Thanks for your cooperation. Commencing on or about March 19, 2021, 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, which will be available after the meeting. Our first order of business is to confirm the shares represented at the meeting, either in person or by proxy, are sufficient to constitute a quorum. To that end, the company has appointed [ Frank Aaron ], who is representing Broadridge Financial Solutions, as today's Inspector of Election. The Inspector of Election has certified that there are represented in person or by proxy 77,643,894 shares of common stock or approximately 89.69% of all of the shares entitled to vote at this meeting. The holders of majority of shares of the company's common stock entitled to vote at this meeting are present in person or by proxy. And accordingly, a quorum is present in the meeting is duly constituted to transact business. Mr. Aaron will tabulate all votes cast for or against the proposal to be considered as well as any abstentions. The next order of business is a brief description of the proposal to be voted on at today's meeting. Proposal #1 to be voted on is the election of 2 directors as Class III directors to serve a term expiring at the conclusion of the 2024 Annual Meeting of Shareholders and until their successors are duly elected and qualified or upon their earlier resignation or removal. Based on the recommendations of our Nominating and Corporate Governance Committee, the Board has nominated for election the following persons: Chris Rondeau, Fran Rathke, Bernard Acoca. Are there any questions on this proposal? Okay. Seeing none, we'll move on 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 2021 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 2021. Are there any questions on this proposal? Okay. Seeing none, we will move on to the 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 recommendations of our Compensation Committee, the Board recommends that the shareholders approve on an advisory basis the compensation of the company's named executive officers. We'll entertain any questions on this proposal. I understand we have a question regarding the alignment of executive compensation with the company. That's something that we will take under advisement. We will bring that to the Compensation Committee for a discussion. Okay. It is 2:07 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. 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. I'll pause here for a few minutes to give you an opportunity to get in any final votes, and then we'll resume the meeting. [Voting]

Okay. It is 2:09 p.m., and 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. We'll be back with you momentarily. Okay. We're ready to give the report of the Inspector of Election. The Inspector of Election has presented his report certifying the following preliminary results. First, Chris Rondeau, Fran Rathke and Bernard Acoca have been elected to the Board of Directors as Class III directors to serve a term expiring at the conclusion of the 2024 Annual Meeting of Shareholders. Second, the selection of KPMG 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 an upcoming Form 8-K filing and posted on our website as soon as it's available. We've now concluded the scheduled business portion of the annual meeting and 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. You can submit questions today via the meeting's web portal. Please note, we will attempt to answer as many questions as time allows, but only questions that are appropriate and relevant to the meeting will be addressed. To give as many shareholders as possible a chance to be heard, we may need to limit the number of questions submitted by any single person. Please note that we will be providing everyone with a detailed update on our business on our first quarter earnings call, which is scheduled for this Thursday, May 6, at 4:30 Eastern Time.

Hi, it's Tom Fitzgerald. We have a question from someone. I'll summarize by saying they believe stakeholder capitalism as an alternative to shareholder capital isn't as relevant and how do we think about it? We do think about it. We believe that with a fair amount of debt on our balance sheet, that we're not only supporting and servicing shareholders but also debtholders. But even broader than that, we think about the communities we serve, and we are proud to say that 25% of our stores are located in areas that the government classifies as low income. So we believe we're an alternative -- a healthy alternative for people in those locales. And so we do think about it more broadly than just shareholder capital.

Okay. It looks like there are no further questions. So this annual meeting of Planet Fitness Inc. shareholders is now closed. I'd like to express my sincere appreciation to the shareholders who attended this meeting virtually as well as those who submitted their proxies ahead of time, but were not able to attend today for their continued support of the company. Be well. Thank you.