UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 24, 2021, upon the recommendation of the Compensation Committee, the Board of Directors (the “Board”) of Cedar Fair Management, Inc., the general partner of Cedar Fair, L.P., modified our executive officers’ outstanding 2018-2020 performance unit awards, including our named executive officers’ awards. Participants could have earned 0% - 150% of the target number of performance units based on the level of achievement of cumulative functional currency Adjusted EBITDA versus the target for the January 1, 2018 – December 31, 2020 period. Because of the significant disruption to our business from the COVID-19 pandemic, and the impact of the 2020 Adjusted EBITDA loss on the cumulative achievement for
2018-2020, none of the potential units would have paid out. In order to retain executives and incentivize performance during 2020, the Compensation Committee and the Board decided to allow management the opportunity to potentially earn an award and to evaluate performance after completion of the period taking into account actual 2018-2019 Adjusted EBITDA achieved and management’s performance relative to the Company’s new strategic goals established during 2020. While management exceeded expectations relative to the new 2020 strategic goals, the Board and Compensation Committee decided to limit the performance unit award payout to the pre-COVID forecast and approved payouts at 81.3% of the target numbers of potential units. As a result of the modification, the numbers of units earned by our named executive officers under their 2018-2020 awards (including reinvested distribution equivalents) were as follows: Mr. Zimmerman (19,647), Mr. Witherow (8,642), Mr. Fisher (9,430), Mr. Milkie (5,630), and Ms. Semmelroth (4,375).
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.
| CEDAR FAIR, L.P. By: Cedar Fair Management, Inc., General Partner | ||||||
| Date: March 2, 2021 | By: | /s/ Brian C. Witherow | ||||
| Brian C. Witherow | ||||||
| Executive Vice President and Chief Financial Officer | ||||||