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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) March 29, 2021

 

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.)

1000 Ballpark Way Suite 400

 

 

Arlington, Texas

 

76011

(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):

 

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

 

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

 

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

 

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

    

Trading Symbol(s)

    

Name of each exchange on which registered

Common stock, $0.025 par value per share

SIX

New York Stock Exchange

Preferred Stock Purchase Rights

SIX

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 8.01             Other Events

On March 29, 2021 Six Flags Entertainment Corporation (the “Company”) posted IRS Form 8937 “Report of Organizational Actions Affecting Basis of Securities” in the Investor Relations section of the Company’s website (www.sixflags.com). This form provides an explanation of the tax consequences to stockholders regarding the Company’s treatment of the cash distributions of $0.25 per share of common stock paid by the Company on March 11, 2020 to stockholders of record as of March 4, 2020. Under applicable tax law, these distributions are treated as non-dividend distributions, which are treated for income tax purposes as a return on capital to the extent of a stockholder’s basis in its shares and thereafter as capital gain. Stockholders should consult with their tax advisors regarding the specific tax treatment of this non-dividend distribution based on the stockholder’s individual facts and circumstances.

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/ Laura W. Doerre

 

 

Name:

Laura W. Doerre

 

 

Title:

Executive Vice President, General Counsel & Chief Administrative Officer

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Date: March 29, 2021