FIRST AMENDMENT TO TAX RECEIVABLE AGREEMENTTax Receivable Agreement • February 29th, 2024 • Planet Fitness, Inc. • Services-membership sports & recreation clubs
This First Amendment to Tax Receivable Agreement (this “Amendment”) is made and entered into this 22nd day of December 2023, by and between TSG PF Investment L.L.C., a Delaware limited liability company (“TSG PF”), TSG PF Investment II L.L.C., a Delaware limited liability company (“TSG PF II”), TSG6 Management L.L.C., a Delaware limited liability company (the “TSG Representative” and together with TSG PF and TSG PF II, “TSG”), Planet Fitness, Inc., a Delaware corporation (“Planet”), The Christopher J. Rondeau Irrevocable GST Trust of 2012 and The Christopher J. Rondeau Revocable Trust of 2006 (together, “Rondeau Investors”) and The Marc Grondahl Revocable Trust of 2006 (“Grondahl Investor” and together with Rondeau Investors, the “Founder Investors”), in order to amend certain provisions of the Tax Receivable Agreement, entered into as of August 5, 2015, by and between TSG, Planet, the Founder Investors, Pla-Fit Holdings, LLC, a Delaware limited liability company, each of the Indirect
November 7, 2023 Dear Tom:Planet Fitness, Inc. • February 29th, 2024 • Services-membership sports & recreation clubs
In consideration of your continued employment with Pla-Fit Franchise, LLC (the “Company”), you will have the opportunity to earn a cash retention bonus, subject to the terms and conditions set forth in this letter agreement (this “Agreement”).
FIRST AMENDMENT TO TAX RECEIVABLE AGREEMENTTax Receivable Agreement • February 29th, 2024 • Planet Fitness, Inc. • Services-membership sports & recreation clubs
This First Amendment to Tax Receivable Agreement (this “Amendment”) is made and entered into this 22nd day of December 2023, by and between TSG AIV II-A L.P., a Delaware limited partnership (“TSG AIV”), TSG PF Co-Investors A L.P., a Delaware limited partnership (“TSG PF Co-Investors”), TSG6 Management L.L.C., a Delaware limited liability company (the “TSG Representative” and together with TSG AIV and TSG PF Co-Investors, “TSG”), Planet Fitness, Inc., a Delaware corporation (“Planet”), in order to amend certain provisions of the Tax Receivable Agreement, entered into as of August 5, 2015, by and between TSG, Planet, Pla-Fit Holdings, LLC, a Delaware limited liability company, each stockholder of Planet listed on Annex A of such agreement, and each of the successors and assigns thereto (the “TRA”). TSG and Planet are sometimes referred to herein individually as a “Party” and collectively as “Parties”.
