Six Flags Entertainment Corporation/NEW
For the period ended Dec 31, 2025. Filed Feb 26, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Feb 26, 2026
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Item 15. Exhibits and Financial Statement Schedules
A. 1. Financial Statements
The following consolidated financial statements of the Registrant, the notes thereto and the related Report of Independent Registered Public Accounting Firm are filed under Item 8 of this report:
| Page | ||
|---|---|---|
| (i) | Report of Independent Registered Public Accounting Firm | 36 |
| (ii) | Consolidated Balance Sheets - December 31, 2025 and 2024 | 39 |
| (iii) | Consolidated Statements of Operations and Comprehensive (Loss) Income - Years ended December 31, 2025, 2024, and 2023 | 40 |
| (iv) | Consolidated Statements of Cash Flows - Years ended December 31, 2025, 2024, and 2023 | 42 |
| (v) | Consolidated Statements of Equity - Years ended December 31, 2025, 2024, and 2023 | 41 |
| (vi) | Notes to Consolidated Financial Statements - December 31, 2025, 2024, and 2023 | 44 |
A. 2. Financial Statement Schedules
All schedules are omitted as the information is not required or is otherwise furnished.
A. 3. Exhibits
The exhibits listed below are incorporated herein by reference to prior SEC filings by the Registrant or are included as exhibits in this Form 10-K.
| Exhibit Number | Description |
| 2.1 | Agreement and Plan of Merger, dated as of November 2, 2023, by and among Cedar Fair, L.P., Six Flags Entertainment Corporation, CopperSteel HoldCo, Inc. and CopperSteel Merger Sub, LLC. Incorporated herein by reference to Exhibit 2.1 to the Registrant's Form 8-K (File No. 001-09444) filed November 2, 2023. |
| 3.1 | Amended and Restated Certificate of Incorporation of Six Flags Entertainment Corporation. Incorporated herein by reference to Exhibit 3.1 to the Combined Company's Form 8-K (File No. 001-42157) initially filed on July 1, 2024. |
| 3.2 | Amended and Restated Bylaws of Six Flags Entertainment Corporation. Incorporated herein by reference to Exhibit 3.2 to the Combined Company's Form 8-K (File No. 001-42157) initially filed on July 1, 2024. |
| 4.1 (i) | Indenture, dated as of June 27, 2019, by and among Cedar Fair, L.P., Canada’s Wonderland Company, Magnum Management Corporation and Millennium Operations LLC, as issuers, the guarantors named therein and The Bank of New York Mellon, as trustee (including Form of 5.250% Senior Note due 2029). Incorporated herein by reference to Exhibit 4.1 to Cedar Fair's Form 8-K (File No. 001-09444) filed on June 27, 2019. |
| 4.1 (ii) | Registration Rights Agreement, dated June 27, 2019, by and among Cedar Fair, L.P., Canada’s Wonderland Company, Magnum Management Corporation and Millennium Operations LLC, as issuers, the guarantors named therein and J.P. Morgan Securities LLC, on behalf of itself and as representative of the initial purchasers named therein. Incorporated herein by reference to Exhibit 4.3 to Cedar Fair's Form 8-K (File No. 001-09444) filed on June 27, 2019. |
| 4.1 (iii) | First Supplemental Indenture, dated as of July 29, 2020, by and among Cedar Fair, L.P., Canada’s Wonderland Company, Magnum Management Corporation, Millennium Operations LLC, as issuers, the guarantors named therein and The Bank of New York Mellon, as trustee, to the Indenture, dated as of June 27, 2019, relating to the 2029 Notes. Incorporated herein by reference to Exhibit 4.2 (iii) to Cedar Fair's Form 10-K (File No. 001-09444) filed on February 16, 2024. |
| 4.1 (iv) | Second Supplemental Indenture, dated as of November 9, 2023, by and among Cedar Fair, L.P., Canada’s Wonderland Company, Magnum Management Corporation, Millennium Operations LLC, as issuers, the guarantors named therein and The Bank of New York Mellon, as trustee, to the Indenture, dated as of June 27, 2019, relating to the 2029 Notes (furnished herewith). Incorporated herein by reference to Exhibit 4.1 to Cedar Fair's Form 8-K (File No. 001-09444) filed on November 13, 2023. |
| 4.1 (v) | Third Supplemental Indenture, dated as of July 1, 2024, by and among Six Flags Entertainment Corporation, Canada’s Wonderland Company, Magnum Management Corporation, Millennium Operations LLC, as issuers, the guarantors named therein and The Bank of New York Mellon, as trustee, to the Indenture, dated as of June 27, 2019, relating to the Cedar Fair 2029 Notes. Incorporated by reference to Exhibit 4.7 to the Combined Company's Form 8-K (File No. 001-42157) initially filed on July 1, 2024. |
| 4.2 (i) | Indenture, dated as of October 7, 2020, by and among Cedar Fair, L.P., Canada’s Wonderland Company, Magnum Management Corporation and Millennium Operations LLC, as issuers, the guarantors named therein and The Bank of New York Mellon, as trustee (including Form of 6.500% Senior Note due 2028). Incorporated herein by reference to Exhibit 4.1 to Cedar Fair's Form 8-K (File No. 001-09444) filed on October 7, 2020. |
| Exhibit Number | Description |
| 4.2 (ii) | Registration Rights Agreement, dated October 7, 2020, by and among Cedar Fair, L.P., Canada’s Wonderland Company, Magnum Management Corporation and Millennium Operations LLC, as issuers, the guarantors named therein and J.P. Morgan Securities LLC, on behalf of itself and as representative of the initial purchasers named therein. Incorporated herein by reference to Exhibit 4.3 to Cedar Fair's Form 8-K (File No. 001-09444) filed on October 7, 2020. |
| 4.2 (iii) | First Supplemental Indenture, dated as of November 9, 2023, by and among Cedar Fair, L.P., Canada’s Wonderland Company, Magnum Management Corporation, Millennium Operations LLC, as issuers, the guarantors named therein and The Bank of New York Mellon, as trustee, to the Indenture, dated as of October 7, 2020, relating to the 2028 Notes (furnished herewith). Incorporated herein by reference to Exhibit 4.1 to Cedar Fair's Form 8-K (File No. 001-09444) filed on November 13, 2023. |
| 4.2 (iv) | Second Supplemental Indenture, dated as of July 1, 2024, by and among Six Flags Entertainment Corporation, Canada’s Wonderland Company, Magnum Management Corporation, Millennium Operations LLC, as issuers, the guarantors named therein and The Bank of New York Mellon, as trustee, to the Indenture, dated as of October 7, 2020, relating to the Cedar Fair 2028 Notes. Incorporated by reference to Exhibit 4.8 to the Combined Company's Form 8-K (File No. 001-42157) initially filed on July 1, 2024. |
| 4.3 (i) | Indenture, dated as of May 3, 2023, among Six Flags Entertainment Corporation, each of the guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee (including Form of 7.250% Senior Note due 2031). Incorporated herein by reference to Exhibit 4.1 to Former Six Flags's Form 8-K (File No. 001-13703) filed on May 4, 2023. |
| 4.3 (ii) | First Supplemental Indenture, dated as of July 1, 2024, by and among Six Flags Entertainment Corporation, the guarantors party thereto and U.S. Bank National Association, as trustee, to the Indenture, dated as of May 3, 2023. Incorporated herein by reference to Exhibit 4.4 to the Combined Company's Form 8-K (File No. 001-42157) initially filed on July 1, 2024. |
| 4.4 (i) | Indenture, dated as of May 2, 2024, among Six Flags Entertainment Corporation, Six Flags Theme Parks Inc., each of the guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee and collateral agent (including Form of 6.625% Senior Secured Note due 2032). Incorporated herein by reference to Former Six Flags's Form 8-K (File No. 0001-13703) filed on May 2, 2024. |
| 4.4 (ii) | First Supplemental Indenture, dated as of July 1, 2024, by and among Six Flags Entertainment Corporation, Six Flags Theme Parks Inc., the guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee and notes collateral agent, to the Indenture, dated as of May 2, 2024. Incorporated herein by reference to Exhibit 4.5 to the Combined Company's Form 8-K (File No. 001-42157) initially filed on July 1, 2024. |
| 4.5 | Indenture, dated as of January 14, 2026, by and among Six Flags Entertainment Corporation, Canada’s Wonderland Company, Millennium Operations LLC, each of the guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee. Incorporated herein by reference to Exhibit 4.1 to the Combined Company's Form 8-K (File No. 001-42157) filed on January 14, 2026. |
| 4.6 | Description of Registrant's Securities. Incorporated herein by reference to Exhibit 4.8 to the Combined Company's Form 10-K (File No. 001-42157) filed on March 3, 2025. |
| 10.1 (i) | Credit Agreement, dated as of May 1, 2024, by and among Cedar Fair, L.P., Canada’s Wonderland Company and Millennium Operations LLC, as borrowers, the other subsidiary borrowers party thereto, the guarantors party thereto, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent and collateral agent. Incorporated herein by reference to Exhibit 10.1 to Cedar Fair's Form 8-K (File No. 001-09444) filed on May 2, 2024. |
| 10.1 (ii) | First Amendment and Incremental Assumption Agreement, dated as of July 1, 2024, by and among Six Flags Entertainment Corporation, Millennium Operations LLC, Canada’s Wonderland Company and Six Flags Theme Parks Inc., as borrowers, the other subsidiary borrowers party thereto, the guarantors party thereto, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent and collateral agent (incorporated by reference to Exhibit 10.6 to the Combined Company's Form 8-K (File No. 001-42157) initially filed on July 1, 2024. |
| 10.1 (iii) | New Holdco Joinder Agreement, dated as of July 1, 2024, between Six Flags Entertainment Corporation and Wells Fargo Bank, National Association, as administrative agent and collateral agent. Incorporated herein by reference to Exhibit 10.3 to the Combined Company's Form 8-K (File No. 001-42157) initially filed on July 1, 2024. |
| 10.1 (iv) | Additional Subsidiary Borrower Agreement, dated as of July 1, 2024, by and among Six Flags Entertainment Corporation, Six Flags Theme Parks Inc. and Wells Fargo Bank, National Association, as administrative agent and collateral agent. Incorporated herein by reference to Exhibit 10.4 to the Combined Company's Form 8-K (File No. 001-42157) initially filed on July 1, 2024. |
| 10.1 (v) | Subsidiary Guarantor Joinder Agreement, dated as of July 1, 2024, by and among the guarantors party thereto and Wells Fargo Bank, National Association, as administrative agent and collateral agent. Incorporated herein by reference to Exhibit 10.5 to the Combined Company's Form 8-K (File No. 001-42157) initially filed on July 1, 2024. |
| 10.1 (vi) | Second Incremental Assumption Agreement, dated as of June 27, 2025, by and among, inter alios, the Company, certain subsidiaries of the Company party thereto as subsidiary guarantors, the lender party thereto and Wells Fargo Bank, National Association, as administrative agent and collateral agent. Incorporated herein by reference to Exhibit 10.1 to the Combined Company's Form 8-K (File No. 001-42157) filed on June 27, 2025. |
| 10.2 (i) | Cedar Fair L.P., 2016 Omnibus Incentive Plan. Incorporated herein by reference to Exhibit 10.1 to Cedar Fair's Form 8-K (File No. 001-09444) filed on June 14, 2016. (+) |
| 10.2 (ii) | Six Flags Entertainment Corporation 2024 Omnibus Incentive Plan. Incorporated herein by reference to Exhibit 10.2 to the Combined Company's Form 8-K (File No. 001-42157) initially filed on July 1, 2024. (+) |
| Exhibit Number | Description |
| 10.2 (iii) | Six Flags Entertainment Corporation Long-Term Incentive Plan. Incorporated herein by reference to Appendix A to Former Six Flags's Definitive Proxy Statement (File No. 001-13703) filed on March 21, 2017. (+) |
| 10.3 | Form of Indemnification Agreement. Incorporated herein by reference to Exhibit 10.1 to the Combined Company's Form 8-K (File No. 001-42157) initially filed on July 1, 2024. (+) |
| 10.4 (i) | Employment agreement, dated July 1, 2024, by and among Six Flags Entertainment Corporation and Selim A. Bassoul. Incorporated herein by reference to Exhibit 10.7 to the Combined Company's Form 10-Q (File No. 001-42157) filed on November 6, 2024. (+) |
| 10.4 (ii) | Executive Release Agreement, dated December 5, 2025, by and between the Company and Selim Bassoul. (+) |
| 10.4 (iii) | Consultant Agreement, dated January 1, 2026, by and between Six Flags Entertainment Corporation and Selim Bassoul. (+) |
| 10.4 (iv) | Employment agreement, dated October 8, 2024, by and among Six Flags Entertainment Corporation and Richard A. Zimmerman. Incorporated herein by reference to Exhibit 10.9 to the Combined Company's Form 10-Q (File No. 001-42157) filed on November 6, 2024. (+) |
| 10.4 (v) | Executive Release Agreement, dated October 9, 2025, by and between the Company and Richard Zimmerman. Incorporated herein by reference to Exhibit 10.2 to the Combined Company's Form 10-Q (File No. 001-42157) filed on November 7, 2025. (+) |
| 10.4 (vi) | Employment agreement, dated October 8, 2024, by and among Six Flags Entertainment Corporation and Brian Witherow. Incorporated herein by reference to Exhibit 10.10 to the Combined Company's Form 10-Q (File No. 001-42157) filed on November 6, 2024. (+) |
| 10.4 (vii) | First Amendment to Employment Agreement, dated November 21, 2025, by and between Six Flags Entertainment Corporation and Brian Witherow. (+) |
| 10.4 (viii) | Employment agreement, dated October 8, 2024, by and among Six Flags Entertainment Corporation and Tim Fisher. Incorporated herein by reference to Exhibit 10.11 to the Combined Company's Form 10-Q (File No. 001-42157) filed on November 6, 2024. (+) |
| 10.4 (ix) | First Amendment to Employment Agreement, dated November 21, 2025, by and between Six Flags Entertainment Corporation and Tim Fisher. (+) |
| 10.4 (x) | Employment agreement, dated October 8, 2024, by and among Six Flags Entertainment Corporation and Brian Nurse. Incorporated herein by reference to Exhibit 10.12 to the Combined Company's Form 10-Q (File No. 001-42157) filed on November 6, 2024. (+) |
| 10.4 (xi) | First Amendment to Employment Agreement, dated November 21, 2025, by and between Six Flags Entertainment Corporation and Brian Nurse. (+) |
| 10.4 (xii) | Employment agreement, dated October 8, 2024, by and among Six Flags Entertainment Corporation and Christian Dieckmann. Incorporated herein by reference to Exhibit 10.14 to the Combined Company's Form 10-Q (File No. 001-42157) filed on November 6, 2024. (+) |
| 10.4 (xiii) | First Amendment to Employment Agreement, dated November 21, 2025, by and between Six Flags Entertainment Corporation and Christian Dieckmann. (+) |
| 10.4 (xiv) | Employment agreement, dated October 8, 2024, by and among Six Flags Entertainment Corporation and David Hoffman. Incorporated herein by reference to Exhibit 10.15 to the Combined Company's Form 10-Q (File No. 001-42157) filed on November 6, 2024. (+) |
| 10.4 (xv) | First Amendment to Employment Agreement, dated November 21, 2025, by and between Six Flags Entertainment Corporation and David Hoffman. (+) |
| 10.4 (xvi) | Employment agreement, dated October 8, 2024, by and among Six Flags Entertainment Corporation and Ty Tastepe. Incorporated herein by reference to Exhibit 10.16 to the Combined Company's Form 10-Q (File No. 001-42157) filed on November 6, 2024. (+) |
| 10.4 (xvii) | First Amendment to Employment Agreement, dated November 21, 2025, by and between Six Flags Entertainment Corporation and Ty Tastepe. (+) |
| 10.4 (xviii) | Employment Agreement, dated December 8, 2025, by and between Six Flags Entertainment Corporation and John Reilly. (+) |
| 10.4 (xix) | Employment agreement, dated October 8, 2024, by and among Six Flags Entertainment Corporation and Monica Sauls. Incorporated herein by reference to Exhibit 10.13 to the Combined Company's Form 10-Q (File No. 001-42157) filed on November 6, 2024. (+) |
| 10.4 (xx) | Executive Release Agreement, dated June 18, 2025, by and between the Company and Monica Sauls. Incorporated herein by reference to Exhibit 10.2 to the Combined Company's Form 10-Q (File No. 001-42157) filed on August 6, 2025. (+) |
| 10.4 (xxi) | Employment agreement, dated October 8, 2024, by and among Six Flags Entertainment Corporation and Robert White. Incorporated herein by reference to Exhibit 10.17 to the Combined Company's Form 10-Q (File No. 001-42157) filed on November 6, 2024. (+) |
| 10.4 (xxii) | Executive Release Agreement, dated March 26, 2025, by and between the Company and Robert White. Incorporated herein by reference to Exhibit 10.1 to the Combined Company's Form 10-K/A (File No. 001-42157) filed on April 29, 2025. (+) |
| Exhibit Number | Description |
| 10.5 (i) | Overall Agreement, dated February 15, 1997 by and among Six Flags Fund, Ltd. (L.P.), the Salkin Family Trust, SFG, Inc., SFG-I, LLC, SFG-II, LLC, Six Flags Over Georgia, Ltd., SFOGII, Inc., SFOG Acquisition A, Inc., SFOG Acquisition B, LLC, Six Flags Over Georgia, Inc., Six Flags Theme Parks, Inc. and Six Flags Entertainment Corporation. Incorporated herein by reference to Former Six Flags's Form 10-K filed on March 23, 1998. (P) |
| 10.5 (ii) | Subordinated Indemnity Agreement, dated February 9, 1998 among Registrant, the subsidiaries of Registrant named therein, Time Warner, Inc., the subsidiaries of Time Warner Inc. named therein, Six Flags Entertainment Corporation and the subsidiaries of Six Flags Entertainment Corporation named therein. Incorporated herein by reference from Exhibit 2(b) to Former Six Flags's Registration Statement on Form S-3 (No. 333-45859) declared effective on March 26, 1998. (P) |
| 10.5 (iii) | Amendment No. 1 Subordinated Indemnity Agreement, dated November 5, 1999, among Registrant, the subsidiaries of Registrant named therein, Time Warner Inc., the subsidiaries of Time Warner Inc. named therein, Six Flags Entertainment Corporation, and the subsidiaries of Six Flags Entertainment Corporation named therein. Incorporated herein by reference from Exhibit 10 (bb) to Former Six Flags's Form 10-K (File No. 001-13703) filed on March 12, 2004. |
| 10.5 (iv) | Amendment No. 2 Subordinated Indemnity Agreement, dated June 12, 2004, among Registrant, the subsidiaries of Registrant named therein, Time Warner Inc., the subsidiaries of Time Warner Inc. named therein, Six Flags Entertainment Corporation, and the subsidiaries of Six Flags Entertainment Corporation named therein. Incorporated herein by reference from Exhibit 10 (cc) to Former Six Flags’s Form 10-K (File No. 001-13703) filed on March 12, 2004. |
| 10.5 (v) | Amendment No. 3 to Subordinated Indemnity Agreement, dated as of April 13, 2004, among Six Flags Operations Inc., Six Flags Theme Parks Inc., SFOG II, Inc., SFT Holdings, Inc., Time Warner Inc., Time Warner Entertainment Company, L.P., TW-SPV Co., Six Flags, Inc. and GP Holdings Inc. Incorporated herein by reference to Exhibit 10.4 to Former Six Flags's Form 10-Q (File No. 001-13703) filed on August 14, 2009. |
| 10.5 (vi) | Amendment No. 4 to Subordinated Indemnity Agreement, dated as of December 8, 2006, among Six Flags Operations Inc., Six Flags Theme Parks Inc., SFOG II, Inc., SFT Holdings, Inc., Time Warner Inc., Time Warner Entertainment Company, L.P., TW-SPV Co., Six Flags, Inc. and GP Holdings Inc. Incorporated herein by reference to Exhibit 10.5 to Former Six Flags's Form 10-Q (File No. 001-13703) filed on August 14, 2009. |
| 10.5 (vii) | Amendment No. 5 to Subordinated Indemnity Agreement, dated as of April 2, 2007, among Six Flags Operations Inc., Six Flags Theme Parks Inc., SFOG II, Inc., SFT Holdings, Inc., Time Warner Inc., Warner Bros. Entertainment Inc., TW-SPV Co., Six Flags, Inc. and GP Holdings Inc. Incorporated herein by reference to Exhibit 10.6 to Former Six Flags’s Form 10-Q (File No. 001-13703) filed on August 14, 2009. |
| 10.5 (viii) | Amendment No. 6 to Subordinated Indemnity Agreement, dated as of May 15, 2009, among Six Flags Operations Inc., Six Flags Theme Parks Inc., SFOG II, Inc., SFT Holdings, Inc., Historic TW Inc., Time Warner Entertainment Company, L.P., TW-SPV Co., Six Flags, Inc. and GP Holdings Inc. Incorporated herein by reference to Exhibit 10.7 to Former Six Flags’s Form 10-Q (File No. 001-13703) filed on August 14, 2009. |
| 10.5 (ix) | Amendment No. 7 to Subordinated Indemnity Agreement, dated as of April 30, 2010, among Six Flags Operations Inc., Six Flags Theme Parks Inc., SFOG II, Inc., SFT Holdings, Inc., Historic TW Inc., Warner Bros. Entertainment Inc., TW-SPV Co., Six Flags Entertainment Corporation, the other subsidiaries of Six Flags Entertainment Corporation and GP Holdings Inc. Incorporated herein by reference from Exhibit 10.7 to Former Six Flags’s Form 10-Q (File No. 001-13703) filed on May 17, 2010. |
| 10.6 | Cedar Fair, L.P. Executive and Management Severance Plan dated November 10, 2022. Incorporated herein by reference to Exhibit 10.31 to Cedar Fair's Form 10-K (File No. 001-09444) filed on February 17, 2023. (+) |
| 10.7 | Cedar Fair, L.P. Executive Officer Acknowledgment and Agreement to Clawback Policy As Adopted October 23, 2023. Incorporated herein by reference to Exhibit 10.25 to Cedar Fair's Form 10-K (File No. 001-09444) filed on February 16, 2024. (+) |
| 10.8 | Contract of Sale, dated June 27, 2022, by and between California’s Great America, LLC and Prologis, L.P. Incorporated herein by reference to Exhibit 10.1 to Cedar Fair's Form 8-K (File No. 001-09444) filed on June 27, 2022. |
| 10.9 (i) | 2016 Omnibus Incentive Plan Form of Restricted Unit Award Declaration (2023 Employment Agreement Version). Incorporated herein by reference to Exhibit 10.1 to Cedar Fair's Form 10-Q (File No. 001-09444) filed on May 4, 2023. (+) |
| 10.9 (ii) | 2016 Omnibus Incentive Plan Form of Restricted Unit Award Declaration (2023 Severance Plan Version). Incorporated herein by reference to Exhibit 10.2 to Cedar Fair's Form 10-Q (File No. 001-09444) filed on May 4, 2023. (+) |
| 10.9 (iii) | 2016 Omnibus Incentive Plan Form of Performance Unit Award Agreement (2023 Employment Agreement Version). Incorporated herein by reference to Exhibit 10.3 to Cedar Fair's Form 10-Q (File No. 001-09444) filed on May 4, 2023. (+) |
| 10.9 (iv) | 2016 Omnibus Incentive Plan Form of Performance Unit Award Declaration (2023 Severance Plan Version). Incorporated herein by reference to Exhibit 10.4 to Cedar Fair's Form 10-Q (File No. 001-09444) filed on May 4, 2023. (+) |
| 10.9 (v) | 2016 Omnibus Incentive Plan Form of Performance-Based Phantom Unit Award Agreement. Incorporated herein by reference to Exhibit 10.26 to Cedar Fair's Form 10-K (File No. 001-09444) filed on February 16, 2024. (+) |
| 10.9 (vi) | 2016 Omnibus Incentive Plan Form of Restricted Unit Award Declaration (2024 Employment Agreement Version). Incorporated herein by reference to Exhibit 10.1 to Cedar Fair's Form 10-Q (File No. 001-09444) filed on May 9, 2024. (+) |
| Exhibit Number | Description |
| 10.9 (vii) | 2016 Omnibus Incentive Plan Form of Restricted Unit Award Declaration (2024 Severance Plan Version). Incorporated herein by reference to Exhibit 10.2 to Cedar Fair's Form 10-Q (File No. 001-09444) filed on May 9, 2024. (+) |
| 10.9 (viii) | 2016 Omnibus Incentive Plan Form of Performance Award Agreement (2024 Employment Agreement Version). Incorporated herein by reference to Exhibit 10.3 to Cedar Fair's Form 10-Q (File No. 001-09444) filed on May 9, 2024. (+) |
| 10.9 (ix) | 2016 Omnibus Incentive Plan Form of Performance Award Declaration (2024 Severance Plan Version). Incorporated herein by reference to Exhibit 10.4 to Cedar Fair's Form 10-Q (File No. 001-09444) filed on May 9, 2024. (+) |
| 10.9 (x) | Form of Restricted Stock Unit Agreement Pursuant to the Six Flags Entertainment Corporation Long-Term Incentive Plan. Incorporated herein by reference to Exhibit 10.1 to Former Six Flags's Form 10-Q (File No. 001-13703) filed on April 28, 2021. (+) |
| 10.9 (xi) | Form of Nonqualified Stock Option Agreement and Dividend Equivalent Rights Agreement pursuant to the Six Flags Entertainment Corporation Long-Term Incentive Plan. Incorporated herein by reference to Exhibit 10.30 to Former Six Flags’s Form 10-K (File No. 001-13703) filed on February 27, 2013. (+) |
| 10.9 (xii) | Form of Performance Stock Unit Agreement Pursuant to the Six Flags Entertainment Corporation Long-Term Incentive Plan. Incorporated herein by reference to Exhibit 10.1 to Former Six Flags's Form 10-Q (File No. 001-13703) filed on May 12, 2022. (+) |
| 10.9 (xiii) | Form of Performance Unit Award Agreement for Certain Executive Officers under the 2024 Omnibus Incentive Plan. Incorporated herein by reference to Exhibit 10.9 (xix) to the Combined Company's Form 10-K (File No. 001-42157) filed on March 3, 2025. (+) |
| 10.9 (xiv) | Form of Amended and Restated Performance Unit Award Agreement for Selim Bassoul and Gary Mick under the 2024 Omnibus Incentive Plan. Incorporated herein by reference to Exhibit 10.9 (xx) to the Combined Company's Form 10-K (File No. 001-42157) filed on March 3, 2025. (+) |
| 10.9 (xv) | 2024 Omnibus Incentive Plan Form of Restricted Stock Award Agreement and Declaration (2025 Retirement Eligible Employment Agreement Version). Incorporated herein by reference to Exhibit 10.4 to the Combined Company's Form 10-Q (File No. 001-42157) filed on May 8, 2025. (+) |
| 10.9 (xvi) | 2024 Omnibus Incentive Plan Form of Restricted Stock Award Agreement and Declaration (2025 Non-Retirement Eligible Employment Agreement Version). Incorporated herein by reference to Exhibit 10.5 to the Combined Company's Form 10-Q (File No. 001-42157) filed on May 8, 2025. (+) |
| 10.9 (xvii) | 2024 Omnibus Incentive Plan Form of Restricted Stock Award Agreement and Declaration (2025 Severance Plan Version). Incorporated herein by reference to Exhibit 10.6 to the Combined Company's Form 10-Q (File No. 001-42157) filed on May 8, 2025. (+) |
| 10.9 (xviii) | 2024 Omnibus Incentive Plan Form of Performance Stock Unit Award Declaration (2025 Retirement Eligible Employment Agreement Version). Incorporated herein by reference to Exhibit 10.7 to the Combined Company's Form 10-Q (File No. 001-42157) filed on May 8, 2025. (+) |
| 10.9 (xix) | 2024 Omnibus Incentive Plan Form of Performance Stock Unit Award Declaration (2025 Non-Retirement Eligible Employment Agreement Version). Incorporated herein by reference to Exhibit 10.8 to the Combined Company's Form 10-Q (File No. 001-42157) filed on May 8, 2025. (+) |
| 10.9 (xx) | 2024 Omnibus Incentive Plan Form of Performance Stock Unit Award Declaration (2025 Severance Version). Incorporated herein by reference to Exhibit 10.9 to the Combined Company's Form 10-Q (File No. 001-42157) filed on May 8, 2025. (+) |
| 10.9 (xxi) | 2024 Omnibus Incentive Plan Form of Deferred Restricted Stock Unit Award Agreement (2025 Version). Incorporated herein by reference to Exhibit 10.10 to the Combined Company's Form 10-Q (File No. 001-42157) filed on May 8, 2025. (+) |
| 10.9 (xxii) | 2024 Omnibus Incentive Plan Form of Director Restricted Stock Award Agreement (2025 Version). Incorporated herein by reference to Exhibit 10.11 to the Combined Company's Form 10-Q (File No. 001-42157) filed on May 8, 2025. (+) |
| 10.9 (xxiii) | 2024 Omnibus Incentive Plan Form of Deferred Restricted Stock Unit Award Agreement for certain awards. Incorporated herein by reference to Exhibit 10.3 to the Combined Company's Form 10-Q (File No. 001-42157) filed on August 6, 2025. (+) |
| 10.10 (i) | Cooperation Agreement, dated as of March 10, 2025, by and between the Company and Dendur. Incorporated herein by reference to Exhibit 10.1 to the Combined Company's Form 8-K (File No. 001-42157) filed on March 10, 2025. |
| 10.10 (ii) | Amendment to Cooperation Agreement, dated as of January 21, 2026, by and between the Company and Dendur. Incorporated herein by reference to Exhibit 10.1 to the Combined Company's Form 8-K (File No. 001-42157) filed on January 23, 2026. |
| 10.10 (ii) | Cooperation Agreement, by and among Six Flags Entertainment Corporation, Sachem Head Capital Management, dated as of October 17, 2025. Incorporated herein by reference to Exhibit 10.1 to the Combined Company's Form 8-K (File No. 001-42157) filed on October 17, 2025. |
| Exhibit Number | Description | |
| 19 | Insider Trading Policy. Incorporated herein by reference to Exhibit 19 to the Combined Company's Form 10-K (File No. 001-42157) filed on March 3, 2025. | |
| 21 | Subsidiaries of the Combined Company. | |
| 22 | Subsidiary Guarantors and Issuers of Guaranteed Securities. Incorporated herein by reference to Exhibit 22 to the Combined Company's Form 10-Q (File No. 001-42157) filed on November 6, 2024. | |
| 23 | Consent of Independent Registered Public Accounting Firm. | |
| 31.1 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
| 31.2 | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
| 32 | Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
| 97 | Clawback Policy. Incorporated herein by reference to Exhibit 97 to the Combined Company's Form 10-K (File No. 001-42157) filed on March 3, 2025. (+) | |
| 101 | The following materials from the Combined Company's Annual Report on Form 10-K for the year ended December 31, 2025 formatted in Inline XBRL: (i) the Consolidated Statements of Operations and Comprehensive (Loss) Income, (ii) the Consolidated Balance Sheets, (iii) the Consolidated Statements of Cash Flows, (iv) the Consolidated Statements of Equity, and (v) related notes, tagged as blocks of text and including detailed tags. | |
| 104 | The cover page from the Combined Company's Annual Report on Form 10-K for the year ended December 31, 2025, formatted in Inline XBRL (included as Exhibit 101). |
(+) Management contract or compensatory plan or arrangement.
(P) Filed paper copy only.
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