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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________to ______________

Commission file number: 001-37534

PLANET FITNESS, INC.

(Exact Name of Registrant as Specified in Its Charter)


Delaware						38-3942097
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)

4 Liberty Lane West, Hampton, NH 03842

(Address of Principal Executive Offices and Zip Code)

(603) 750-0001

(Registrant’s Telephone Number, Including Area Code)

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, $0.0001 Par Value	PLNT	New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

As of October 31, 2025 there were 82,983,165 shares of the Registrant’s Class A Common Stock, par value $0.0001 per share, outstanding and 316,128 shares of the Registrant’s Class B Common Stock, par value $0.0001 per share, outstanding.

PLANET FITNESS, INC.

TABLE OF CONTENTS

Page

Cautionary Note Regarding Forward-Looking Statements

PART I – FINANCIAL INFORMATION

ITEM 1.

Condensed Consolidated Financial Statements

Condensed Consolidated Balance Sheets (Unaudited) as of September 30, 2025 and December 31, 2024

Condensed Consolidated Statements of Operations (Unaudited) for the Three and Nine Months Ended September 30, 2025 and 2024

Condensed Consolidated Statements of Comprehensive Income (Unaudited) for the Three and Nine Months Ended September 30, 2025 and 2024

Condensed Consolidated Statements of Cash Flows (Unaudited) for the Three and Nine Months Ended September 30, 2025 and 2024

Condensed Consolidated Statements of Changes in Equity (Unaudited) for the Three and Nine Months Ended September 30, 2025 and 2024

Notes to Condensed Consolidated Financial Statements (Unaudited)

ITEM 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

ITEM 3.

Quantitative and Qualitative Disclosures About Market Risk

ITEM 4.

Controls and Procedures

PART II – OTHER INFORMATION

Unregistered Sales of Equity Securities and Use of Proceeds

ITEM 3.

Defaults Upon Senior Securities

ITEM 4.

Mine Safety Disclosures

Cautionary Note Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q, as well as information included in oral statements or other written statements made or to be made by us, contain statements that constitute “forward-looking statements” within the federal securities laws. These forward-looking statements generally can be identified by the use of words such as “anticipate,” “believe,” “envision,” “estimate,” “expect,” “intend,” “may,” “might,” “goal,” “plan,” “prospect,” “predict,” “project,” “target,” “potential,” “assumption,” “will,” “would,” “could,” “should,” “continue,” “ongoing,” “contemplate,” “future,” “strategy” and the negative thereof and similar words and expressions are intended to identify forward-looking statements, although not all forward-looking statements include these identifying words. Forward-looking statements include, among others, statements we make regarding:

•our future financial position;

•business strategy;

•budgets, projected costs and plans;

•future industry growth;

•financing sources;

•potential return of capital initiatives;

•the impact of litigation, government inquiries and investigations; and

•all other statements regarding our intent, plans, beliefs or expectations that do not relate solely to historical facts.

These forward-looking statements are not assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of the business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, any statements contained herein that are not statements of historical fact may be forward-looking statements and should be evaluated as such. Important factors that could cause actual results and events to differ materially from those indicated in the forward-looking statements include, among others, risks and uncertainties associated with the following:

•Our success depends substantially on the value of our brand, which could be materially and adversely affected by the high level of competition in the health and fitness industry, our ability to anticipate and satisfy consumer preferences, shifting views of health and fitness and our ability to obtain and retain high-profile strategic partnership arrangements.

•Our and our franchisees’ clubs may be unable to attract and retain members, which would materially and adversely affect our business, results of operations and financial condition.

•Our intellectual property rights, including trademarks, trade names, copyrights and trade dress, may be infringed, misappropriated or challenged by others.

•We and our franchisees rely heavily on information systems, including the use of email marketing, mobile application and social media, and any material failure, interruption or weakness may prevent us from effectively operating our business, damage our reputation or subject us to potential fines or other penalties.

•If we fail to properly maintain the confidentiality and integrity of our data, including member credit card, debit card, bank account information and other personally identifiable information, our reputation and business could be materially and adversely affected.

•The occurrence of cyber incidents, or a deficiency in cybersecurity, could negatively impact our business by causing a disruption to our operations, a compromise or corruption of confidential information, and/or damage to our employee and business relationships and reputation, all of which could harm our brand and our business.

•If we fail to successfully implement our growth strategy, which includes new club development by existing and new franchisees, our ability to increase our revenues and operating profits could be adversely affected.

•Our planned growth and changes in the industry could place strains on our management, employees, information systems and internal controls, which may adversely impact our business.

•If we cannot retain our key employees and hire additional highly qualified employees, we may not be able to successfully manage our businesses and pursue our strategic objectives.

•Economic, political and other risks associated with our international operations could adversely affect our profitability and international growth prospects.

•Our financial results are affected by the operating and financial results of, our relationships with and actions taken by our franchisees.

•We are subject to a variety of additional risks associated with our franchisees, such as potential franchisee bankruptcies, franchisee changes in control, franchisee turnover, rising costs related to construction of new clubs and maintenance of existing clubs, including rising costs due to inflation and supply chain disruptions, which could adversely affect the attractiveness of our franchise model, and in turn our business, results of operations and financial condition.

•We and our franchisees could be subject to claims related to health and safety risks to members that arise while at both our corporate-owned and franchise clubs.

•Our business is subject to various laws and regulations including, among others, those governing indoor tanning, electronic funds transfer, ACH, credit card, debit card, digital payment options, auto-renewal contracts, membership cancellation rights and consumer protection more generally, and changes in such laws and regulations, failure to comply with existing or future laws and regulations or failure to adjust to consumer sentiment regarding these matters, could harm our reputation and adversely affect our business.

•Our failure to address evolving environmental, social and governance issues may have an adverse effect on our business, financial condition and results of operations.

•We are subject to risks associated with leasing property subject to long-term non-cancelable leases.

•If we and our franchisees are unable to identify and secure suitable sites for new franchise clubs, our revenue growth rate and profits may be negatively impacted.

•Opening new clubs in close proximity may negatively impact our existing clubs’ revenues and profitability.

•Our franchisees may incur rising costs related to construction of new clubs and maintenance of existing clubs, including rising costs due to inflation, supply chain disruptions and other market conditions, which could adversely affect the attractiveness of our franchise model, and in turn our business, results of operations and financial condition.

•Our dependence on a limited number of suppliers for equipment and certain products and services could result in disruptions to our business and could adversely affect our revenues and gross profit.

•The accounting treatment of goodwill, equity method investments and other long-lived assets could result in future asset impairments, which would reduce our earnings.

•Planet Fitness' adoption or non-adoption of artificial intelligence could result in an adverse impact on Planet Fitness’ financial performance or reputation or otherwise result in liability.

•The other factors identified under the heading “Risk Factors” in our annual report on Form 10-K for the fiscal year ended December 31, 2024 filed with the Securities and Exchange Commission.

In light of the significant risks and uncertainties inherent in forward-looking statements, we caution investors not to place undue reliance on the forward-looking statements contained in this Quarterly Report on Form 10-Q, which reflect our views only as of the date of this Report. Except as required by law, neither we nor any of our affiliates or representatives undertake any obligation to provide additional information or to correct or update any information set forth in this report, whether as a result of new information, future developments or otherwise.

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PART I-FINANCIAL INFORMATION

ITEM 1. Financial Statements

Planet Fitness, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets (Unaudited)


(in thousands, except per share amounts)	September 30, 2025		December 31, 2024
Assets
Current assets:
Cash and cash equivalents	$	329,020	$	293,150
Restricted cash	56,388		56,524
Short-term marketable securities	114,363		114,163
Accounts receivable, net of allowances for uncollectible amounts of $33 and $30 as of September 30, 2025 and December 31, 2024, respectively	70,425		77,145
Inventory	6,982		6,146

Prepaid expenses	23,176		21,499
Other receivables	15,650		16,776
Income tax receivable and prepayments	9,646		2,616
Total current assets	625,650		588,019
Long-term marketable securities	78,177		65,668
Investments, net of allowance for expected credit losses of $23,923 and $18,834 as of September 30, 2025 and December 31, 2024, respectively	70,431		75,650
Property and equipment, net of accumulated depreciation of $430,141 and $370,118, as of September 30, 2025 and December 31, 2024, respectively	448,324		423,991
Right-of-use assets, net	403,314		395,174
Intangible assets, net	295,587		323,318
Goodwill	710,571		720,633
Deferred income taxes	415,673		470,197
Other assets, net	10,482		7,058
Total assets	$	3,058,209	$	3,069,708
Liabilities and stockholders’ deficit
Current liabilities:
Current maturities of long-term debt	$	22,500	$	22,500
Accounts payable	48,013		32,887
Accrued expenses	61,159		67,895
Equipment deposits	11,177		1,851
Restricted liabilities - national advertising fund	2,613		—
Deferred revenue, current	65,219		62,111
Payable pursuant to tax benefit arrangements, current	49,672		55,556
Other current liabilities	40,091		39,695
Total current liabilities	300,444		282,495
Long-term debt, net of current maturities	2,135,129		2,148,029
Lease liabilities, net of current portion	417,624		405,324
Deferred revenue, net of current portion	30,167		31,990
Deferred tax liabilities	620		1,386
Payable pursuant to tax benefit arrangements, net of current portion	363,429		411,360
Other liabilities	5,153		4,497
Total noncurrent liabilities	2,952,122		3,002,586
Commitments and contingencies (Note 13)
Stockholders’ equity (deficit):
Class A common stock, $0.0001 par value, 300,000 shares authorized, 82,982 and 84,323 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively	9		9
Class B common stock, $0.0001 par value, 100,000 shares authorized, 316 and 342 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively	—		—
Accumulated other comprehensive income (loss)	1,121		(2,348)
Additional paid in capital	618,939		609,115
Accumulated deficit	(814,832)		(822,156)
Total stockholders’ deficit attributable to Planet Fitness, Inc.	(194,763)		(215,380)
Non-controlling interests	406		7
Total stockholders’ deficit	(194,357)		(215,373)
Total liabilities and stockholders’ equity	$	3,058,209	$	3,069,708

See accompanying notes to condensed consolidated financial statements

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Planet Fitness, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations (Unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands, except per share amounts)	2025		2024		2025		2024
Revenue:
Franchise	$	92,245	$	82,873	$	282,362	$	254,783
National advertising fund revenue	21,430		19,542		66,151		59,442
Corporate-owned clubs	137,833		128,132		410,491		375,976
Equipment	78,837		61,699		188,882		151,003
Total revenue	330,345		292,246		947,886		841,204
Operating costs and expenses:
Cost of revenue	58,155		45,701		140,063		116,628
Club operations	79,792		71,614		238,909		216,119
Selling, general and administrative	30,525		32,647		100,343		93,453
National advertising fund expense	21,429		19,720		66,150		59,624
Depreciation and amortization	39,108		41,033		115,818		120,230
Other (gain) loss, net	(5,732)		280		(2,069)		698
Total operating costs and expenses	223,277		210,995		659,214		606,752
Income from operations	107,068		81,251		288,672		234,452
Other income (expense), net:
Interest income	5,936		5,610		17,438		16,687
Interest expense	(26,342)		(26,603)		(78,720)		(72,569)
Other income (expense), net	1,067		(558)		3,292		1,132
Total other (expense), net	(19,339)		(21,551)		(57,990)		(54,750)
Income before income taxes	87,729		59,700		230,682		179,702
Provision for income taxes	27,974		16,523		69,120		49,824
Loss from equity-method investments, net of tax	(572)		(782)		(2,005)		(3,198)
Net income	59,183		42,395		159,557		126,680
Less: net income attributable to non-controlling interests	354		386		842		1,722
Net income attributable to Planet Fitness, Inc.	$	58,829	$	42,009	$	158,715	$	124,958
Net income per share of Class A common stock:
Basic	$	0.70	$	0.50	$	1.89	$	1.45
Diluted	$	0.70	$	0.50	$	1.89	$	1.45
Weighted-average shares of Class A common stock outstanding:
Basic	83,517		84,570		83,847		86,090
Diluted	83,717		84,728		84,055		86,289

See accompanying notes to condensed consolidated financial statements.

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Planet Fitness, Inc. and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income (Unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2025		2024		2025		2024
Net income including non-controlling interests	$	59,183	$	42,395	$	159,557	$	126,680
Other comprehensive income, net
Foreign currency translation adjustments	(59)		286		3,187		(403)
Unrealized gain on marketable securities, net of tax	170		1,030		282		451
Total other comprehensive income, net	111		1,316		3,469		48
Total comprehensive income including non-controlling interests	59,294		43,711		163,026		126,728
Less: total comprehensive income attributable to non-controlling interests	354		386		842		1,722
Total comprehensive income attributable to Planet Fitness, Inc.	$	58,940	$	43,325	$	162,184	$	125,006

See accompanying notes to condensed consolidated financial statements.

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Planet Fitness, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows (Unaudited)


	Nine Months Ended September 30,
(in thousands)	2025		2024
Cash flows from operating activities:
Net income	$	159,557	$	126,680
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	115,818		120,230
Equity-based compensation expense	9,132		5,965
Deferred tax expense	54,408		40,077
Amortization of deferred financing costs	3,975		3,984
Loss on extinguishment of debt	—		2,285
Accretion of marketable securities discount	(1,109)		(2,658)
Losses from equity-method investments, net of tax	2,005		3,198
Dividends accrued on held-to-maturity investment	(1,733)		(1,618)
Credit loss on held-to-maturity investment	5,089		849
Gain on re-measurement of tax benefit arrangement liability	(1,769)		(774)

Gain on sale of corporate-owned clubs	(6,443)		—
Gain on insurance proceeds	(1,461)		—


Other	(150)		538
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable	7,484		(7,443)
Inventory	(836)		(201)
Other assets and other current assets	1,581		1,735
Restricted assets - national advertising fund	2,613		(368)
Accounts payable and accrued expenses	(3,728)		8,818
Other liabilities and other current liabilities	327		(741)
Income taxes	(5,119)		(1,553)
Payments pursuant to tax benefit arrangements	(52,778)		(28,786)
Equipment deposits	9,324		5,835
Deferred revenue	3,862		9,552
Leases	9,312		9,138
Net cash provided by operating activities	309,361		294,742
Cash flows from investing activities:
Additions to property and equipment	(113,577)		(112,968)
Insurance proceeds for property and equipment	2,053		—
Payment of deferred consideration for acquired clubs	(1,524)		—

Proceeds from sale of corporate-owned clubs	21,626		—
Purchases of marketable securities	(118,401)		(116,833)
Maturities of marketable securities	106,309		80,922
Issuance of note receivable, related party	(2,639)		—
Other investing activity	112		568
Net cash used in investing activities	(106,041)		(148,311)
Cash flows from financing activities:
Proceeds from issuance of long-term debt	—		800,000
Repayment of long-term debt	(16,875)		(603,063)
Payment of deferred financing and other debt-related costs	—		(12,055)
Proceeds from issuance of Class A common stock	1,478		17,221
Repurchase and retirement of Class A common stock	(150,026)		(300,205)
Principal payments on capital lease obligations	(93)		(100)
Payment of share repurchase excise tax	(2,549)		—
Distributions paid to members of Pla-Fit Holdings	(1,521)		(3,345)
Net cash used in financing activities	(169,586)		(101,547)
Effects of exchange rate changes on cash and cash equivalents	2,000		(456)
Net increase in cash, cash equivalents and restricted cash	35,734		44,428
Cash, cash equivalents and restricted cash, beginning of period	349,674		322,121
Cash, cash equivalents and restricted cash, end of period	$	385,408	$	366,549
Supplemental cash flow information:
Cash paid for interest	$	75,004	$	53,718
Net cash paid for income taxes	$	19,414	$	11,248
Non-cash investing activities:
Non-cash additions to property and equipment included in accounts payable and accrued expenses	$	22,159	$	18,446

See accompanying notes to condensed consolidated financial statements.

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Planet Fitness, Inc. and Subsidiaries

Condensed Consolidated Statements of Changes in Equity (Deficit) (Unaudited)


	Class A common stock			Class B common stock			Accumulated other comprehensive (loss) income		Additional paid- in capital		Accumulated deficit		Non-controlling interests		Total (deficit) equity
(In thousands)	Shares	Amount		Shares	Amount
Balance at December 31, 2024	84,323	$	9	342	$	—	$	(2,348)	$	609,115	$	(822,156)	$	7	$	(215,373)
Net income	—	—		—	—		—		—		158,715		842		159,557
Equity-based compensation expense	—	—		—	—		—		9,132		—		—		9,132
Repurchase and retirement of Class A common stock	(1,502)	—		—	—		—		(1,015)		(151,391)		1,015		(151,391)
Exchanges of Class B common stock and other adjustments	26	—		(26)	—		—		(63)		—		63		—
Issuance of shares under equity-based compensation plans	135	—		—	—		—		1,601		—		—		1,601
Tax benefit arrangement liability and deferred taxes arising from exchanges of Class B common stock	—	—		—	—		—		169		—		—		169
Distributions paid to members of Pla-Fit Holdings	—	—		—	—		—		—		—		(1,521)		(1,521)
Other comprehensive income	—	—		—	—		3,469		—		—		—		3,469
Balance at September 30, 2025	82,982	$	9	316	$	—	$	1,121	$	618,939	$	(814,832)	$	406	$	(194,357)


	Class A common stock			Class B common stock			Accumulated other comprehensive income		Additional paid- in capital		Accumulated deficit		Non-controlling interests		Total (deficit) equity
(In thousands)	Shares	Amount		Shares	Amount
Balance at December 31, 2023	86,760	$	9	1,397	$	—	$	172	$	575,631	$	(691,461)	$	(3,342)	$	(118,991)
Net income	—	—		—	—		—		—		124,958		1,722		126,680
Equity-based compensation expense	—	—		—	—		—		5,965		—		—		5,965
Repurchase and retirement of Class A common stock	(4,073)	—		—	—		—		2,363		(302,806)		(2,363)		(302,806)
Exchanges of Class B common stock and other adjustments	909	—		(909)	—		—		(5,336)		—		5,336		—
Issuance of shares under equity-based compensation plans	508	—		—	—		—		17,366		—		—		17,366
Tax benefit arrangement liability and deferred taxes arising from exchanges of Class B common stock	—	—		—	—		—		6,259		—		—		6,259
Distributions paid to members of Pla-Fit Holdings	—	—		—	—		—		—		—		(3,345)		(3,345)
Issuance of subsidiary stock to non-controlling interest	—	—		—	—		—		700		—		1,010		1,710
Other comprehensive income	—	—		—	—		48		—		—		—		48
Balance at September 30, 2024	84,104	$	9	488	$	—	$	220	$	602,948	$	(869,309)	$	(982)	$	(267,114)

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	Class A common stock			Class B common stock			Accumulated other comprehensive income		Additional paid- in capital		Accumulated deficit		Non-controlling interests		Total (deficit) equity
(In thousands)	Shares	Amount		Shares	Amount
Balance at June 30, 2025	83,907	$	9	316	$	—	$	1,010	$	615,040	$	(774,753)	$	413	$	(158,281)
Net income	—	—		—	—		—		—		58,829		354		59,183
Equity-based compensation expense	—	—		—	—		—		2,994		—		—		2,994
Repurchase and retirement of Class A common stock	(936)	—		—	—		—		171		(98,908)		(171)		(98,908)

Issuance of shares under equity-based compensation plans	11	—		—	—		—		734		—		—		734

Distributions paid to members of Pla-Fit Holdings	—	—		—	—		—		—		—		(190)		(190)
Other comprehensive income	—	—		—	—		111		—		—		—		111
Balance at September 30, 2025	82,982	$	9	316	$	—	$	1,121	$	618,939	$	(814,832)	$	406	$	(194,357)


	Class A common stock			Class B common stock			Accumulated other comprehensive (loss) income		Additional paid- in capital		Accumulated deficit		Non-controlling interests		Total (deficit) equity
(In thousands)	Shares	Amount		Shares	Amount
Balance at June 30, 2024	84,496	$	9	650	$	—	$	(1,096)	$	594,049	$	(910,626)	$	(2,166)	$	(319,830)
Net income	—	—		—	—		—		—		42,009		386		42,395
Equity-based compensation expense	—	—		—	—		—		3,118		—		—		3,118
Repurchase and retirement of Class A common stock	(669)	—		—	—		—		—		(692)		—		(692)
Exchanges of Class B common stock and other adjustments	162	—		(162)	—		—		(2,411)		—		2,411		—
Issuance of shares under equity-based compensation plans	115	—		—	—		—		7,826		—		—		7,826
Tax benefit arrangement liability and deferred taxes arising from exchanges of Class B common stock	—	—		—	—		—		366		—		—		366
Distributions paid to members of Pla-Fit Holdings	—	—		—	—		—		—		—		(1,613)		(1,613)

Other comprehensive income	—	—		—	—		1,316		—		—		—		1,316
Balance at September 30, 2024	84,104	$	9	488	$	—	$	220	$	602,948	$	(869,309)	$	(982)	$	(267,114)

See accompanying notes to condensed consolidated financial statements.

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

(1) Business organization

Planet Fitness, Inc. (the “Company”), through its subsidiaries, is a franchisor and operator of fitness centers, with approximately 20.7 million members and 2,795 owned and franchised locations (referred to as clubs) in all 50 states, the District of Columbia, Puerto Rico, Canada, Panama, Mexico, Australia and Spain as of September 30, 2025.

The Company serves as the reporting entity for its various subsidiaries that operate three distinct lines of business:

•Licensing and selling franchises under the Planet Fitness trade name;

•Owning and operating fitness centers under the Planet Fitness trade name; and

•Selling fitness-related equipment to franchisee-owned clubs.

In 2012 investment funds affiliated with TSG Consumer Partners, LLC (“TSG”), purchased interests in Pla-Fit Holdings (the “2012 Acquisition”).

The Company was formed as a Delaware corporation on March 16, 2015 for the purpose of facilitating an initial public offering (the “IPO”) and related transactions in order to carry on the business of Pla-Fit Holdings, LLC and its subsidiaries (“Pla-Fit Holdings”). As of August 5, 2015, in connection with the recapitalization transactions, the Company became the sole managing member and holder of 100% of the voting power of Pla-Fit Holdings. Pla-Fit Holdings owns 100% of Planet Intermediate, LLC, which has no operations but is the 100% owner of Planet Fitness Holdings, LLC, a franchisor and operator of fitness centers. With respect to the Company, Pla-Fit Holdings and Planet Intermediate, LLC, each entity owns nothing other than the respective entity below it in the corporate structure and each entity has no other material operations.

The Company is a holding company whose principal asset is a controlling equity interest in the membership units (“Holdings Units”) in Pla-Fit Holdings. As the sole managing member of Pla-Fit Holdings, the Company operates and controls all of the business and affairs of Pla-Fit Holdings, and through Pla-Fit Holdings, conducts its business. As a result, the Company consolidates Pla-Fit Holdings’ financial results and reports a non-controlling interest related to the portion of Holdings Units not owned by the Company.

As of September 30, 2025, the Company held 100.0% of the voting interest and approximately 99.6% of the economic interest in Pla-Fit Holdings and the owners of Holdings Units other than the Company (the “Continuing LLC Owners”) held the remaining 0.4% economic interest in Pla-Fit Holdings. As future exchanges of Holdings Units occur, the economic interest in Pla-Fit Holdings held by Planet Fitness, Inc. will increase.

(2) Summary of significant accounting policies

(a) Basis of presentation and consolidation

The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, these interim financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented have been reflected. All significant intercompany balances and transactions have been eliminated in consolidation.

Planet Fitness NAF, LLC (the “national advertising fund” or “NAF”) is an advertising fund and is considered a variable interest entity. The results of the NAF are consolidated within these financial statements based on the determination that the Company is the primary beneficiary of the NAF. On behalf of the Company, the NAF along with the Canadian Advertising Fund (“CAF” and collectively with the NAF, the “NAFs”) collect 2% annually of gross monthly and annual membership dues from franchisees, in accordance with the provisions of the franchise agreements, and uses the amounts received to increase sales and further enhance the public reputation of the Planet Fitness brand.

The condensed consolidated financial statements as of and for the three and nine months ended September 30, 2025 and 2024 are unaudited. The condensed consolidated balance sheet as of December 31, 2024 has been derived from the audited financial statements at that date but does not include all of the disclosures required by GAAP. These interim condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on February 25, 2025. The Company’s significant interim accounting policies include

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

the proportional recognition of national advertising fund expenses within interim periods. Operating results for the interim periods are not necessarily indicative of the results that may be expected for the full year ending December 31, 2025.

(b) Use of estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Although these estimates are based on management’s knowledge of current events and actions it may undertake in the future, they may ultimately differ from actual results. Significant areas where estimates and judgments are relied upon by management in the preparation of the condensed consolidated financial statements include revenue recognition, valuation of assets and liabilities acquired in business combinations, the evaluation of the recoverability of goodwill and long-lived assets, including intangible assets, allowance for expected credit losses, the present value of lease liabilities, income taxes, including deferred tax assets and liabilities, and the liability for the Company’s tax benefit arrangements.

ASC 820, Fair Value Measurements and Disclosures, establishes a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. Categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows:

Level 1—Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2—Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

Level 3—Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

Certain of the Company’s financial instruments, including cash and cash equivalents, restricted cash, accounts receivable, accounts payable, accrued expenses and other current liabilities are carried at cost, which approximates their fair value because of their short-term nature. See Note 3 for investments that are measured at fair value on a recurring basis and Note 6 for liabilities held at carrying value on the condensed consolidated balance sheet.

(d) Reclassification

Certain amounts have been reclassified to conform to current year presentation.

(e) Recent accounting pronouncements

The FASB issued ASU No. 2023-09, Improvements to Income Tax Disclosures, in December 2023. The standard requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation decisions and applies to all entities subject to income taxes. The new standard is effective for annual periods beginning after December 15, 2024. The Company is currently evaluating the impact of adoption on our financial disclosures.

The FASB issued ASU No. 2024-03, Disaggregation of Income Statement Expenses, in November 2024. The standard requires disaggregated disclosures in the notes to the consolidated financial statements of certain expense categories that are included in expense line items on the face of the income statement. The new standard is effective for fiscal years beginning after December 15, 2026 on a prospective basis with the option to apply it retrospectively, and for interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of adoption on our financial disclosures.

The FASB issued ASU No. 2025-06, Targeted Improvements to the Accounting for Internal-Use Software, in September 2025. The standard modernizes the capitalization criteria for internal-use software, eliminating references to project stages and instead requiring that projects meet completion probability criteria before costs can be capitalized. The new standard is effective for fiscal years beginning after December 15, 2027 and can be applied using a prospective, retrospective, or modified transition approach. Early adoption is permitted as of the beginning of an annual reporting period. The Company is currently evaluating the impact of adoption on our consolidated financial statements and disclosures.

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

(3) Investments

Marketable securities

The following tables summarize the amortized cost, net unrealized gains and losses, fair value, and the level in the fair value hierarchy of the Company’s available-for-sale investments in marketable securities. As of September 30, 2025, the marketable securities had maturity dates that range from less than one month to approximately 22 months. Realized gains and losses were insignificant for the three and nine months ended September 30, 2025 and 2024.


	Amortized Cost		Unrealized (Losses) Gains, Net		Fair Value(1)		Level 1		Level 2
September 30, 2025
Cash equivalents
Money market funds	$	687	$	—	$	687	$	687	$	—


Total cash equivalents	687		—		687		687		—
Short-term marketable securities
Commercial paper	10,860		(2)		10,858		—		10,858
Corporate debt securities	102,573		174		102,747		—		102,747

U.S. government agency securities	758		—		758		—		758
Total short-term marketable securities	114,191		172		114,363		—		114,363
Long-term marketable securities

Corporate debt securities	74,181		251		74,432		—		74,432

U.S. government agency securities	3,750		(5)		3,745		—		3,745
Total long-term marketable securities	77,931		246		78,177		—		78,177
Total cash equivalents and marketable securities	$	192,809	$	418	$	193,227	$	687	$	192,540


	Amortized Cost		Unrealized Gains (Losses), Net		Fair Value(1)		Level 1		Level 2
December 31, 2024
Cash equivalents
Money market funds	$	236	$	—	$	236	$	236	$	—
Commercial paper	3,996		—		3,996		—		3,996
U.S. treasury securities	2,650		—		2,650		—		2,650
Total cash equivalents	6,882		—		6,882		236		6,646
Short-term marketable securities
Commercial paper	9,082		10		9,092		—		9,092
Corporate debt securities	98,915		181		99,096		—		99,096
U.S. treasury securities	1,999		—		1,999		—		1,999
U.S. government agency securities	3,971		5		3,976		—		3,976
Total short-term marketable securities	113,967		196		114,163		—		114,163
Long-term marketable securities

Corporate debt securities	62,728		(55)		62,673		—		62,673

U.S. government agency securities	3,000		(5)		2,995		—		2,995
Total long-term marketable securities	65,728		(60)		65,668		—		65,668
Total cash equivalents and marketable securities	$	186,577	$	136	$	186,713	$	236	$	186,477

(1) Fair values were determined using market prices obtained from third-party pricing sources.

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

For marketable securities with unrealized loss positions, the Company does not intend to sell these securities and it is more likely than not that the Company will hold these securities until maturity or a recovery of the cost basis and they are therefore all categorized as available for sale. No allowance for credit losses was recorded for these securities as of September 30, 2025.

Held-to-maturity debt security

The Company has a debt security investment that consists of redeemable preferred shares with a contractual maturity in 2026, however, due to certain subordination clauses in the preferred share agreement, repayment obligations are subordinated to other instruments that mature in 2030. The investment is classified as held-to-maturity and measured at amortized cost within investments in the condensed consolidated balance sheets. The Company reviews its held-to-maturity securities for expected credit losses under ASC Topic 326, Financial Instruments – Credit Losses, on an ongoing basis.

The Company utilizes probability-of-default and loss-given-default methodologies to estimate the allowance for expected credit losses using historical lifetime loss information for assets with similar risk characteristics, adjusted for management’s expectations. Adjustments for management’s expectations were based on the investee’s recent financial results, and forward-looking financial forecasts. Based upon its analysis, the Company recorded a credit loss expense of $486 and $292 during the three months ended September 30, 2025 and 2024, respectively, and $5,089 and $849 during the nine months ended September 30, 2025 and 2024, respectively, on the adjustment of its allowance for credit losses within other income, net on the condensed consolidated statements of operations.

The amortized cost of the Company’s held-to-maturity debt security investment, which includes accrued dividends, was $34,256 and $32,523 as of September 30, 2025 and December 31, 2024, respectively. The amortized cost, net of the allowance for expected credit losses, approximates fair value. The Company recognized dividend income of $594 and $553 during the three months ended September 30, 2025 and 2024, respectively, and $1,733 and $1,618 during the nine months ended September 30, 2025 and 2024, respectively, within other income (expense), net on the condensed consolidated statements of operations.

A roll forward of the Company’s allowance for expected credit losses on its held-to-maturity investment is as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Beginning allowance for expected credit losses	$	23,437	$	18,246	$	18,834	$	17,689
Loss on adjustment of allowance for expected credit losses	486		292		5,089		849
Write-offs, net of recoveries	—		—		—		—
Ending allowance for expected credit losses	$	23,923	$	18,538	$	23,923	$	18,538

Equity method investments

For the following investments, the Company recorded its proportionate share of the investees’ earnings, prepared in accordance with GAAP, on a one-month lag, with adjustments to eliminate unrealized profits on intra-entity sales, if any, and the amortization of basis differences, within losses from equity-method investments, net of tax on the condensed consolidated statements of operations. As of September 30, 2025, the Company determined that no impairment of its equity method investments existed.

As of September 30, 2025 and December 31, 2024, the Company held a 22.0% ownership interest in Bravo Fit Holdings Pty Ltd, a franchisee of the Company and club operator in Australia, which is deemed to be a related party, for a total investment carrying value of $12,636 and $12,961, respectively. The difference between the carrying amount of the Company’s investment and the underlying amount of equity in net assets of the investment was $4,727 and $5,374 as of September 30, 2025 and December 31, 2024, respectively. This basis difference is attributable to intangible assets, which are being amortized on a straight-line basis over a weighted-average life of 9 years, and equity method goodwill. The Company’s proportionate share of the losses in accordance with the equity method was $38 and $674 during the three months ended September 30, 2025 and 2024, respectively, and $468 and $1,140 during the nine months ended September 30, 2025 and 2024, respectively, which included the amortization of basis difference of $66 during both the three months ended September 30, 2025 and 2024, and $198 during both the nine months ended September 30, 2025 and 2024.

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

As of September 30, 2025 and December 31, 2024, the Company held a 33.2% ownership interest in Planet Fitmex, LLC, a franchisee of the Company and club operator in Mexico, which is deemed to be a related party, for a total investment carrying value of $47,463 and $49,000, respectively. The difference between the carrying amount of the Company’s investment and the underlying amount of equity in net assets of the investment was $17,233 and $21,702 as of September 30, 2025 and December 31, 2024, respectively. This basis difference is attributable to intangible assets, which are being amortized on a straight-line basis over a weighted-average life of 9 years, and equity method goodwill. The Company’s proportionate share of the losses in accordance with the equity method was $534 and $108 during the three months ended September 30, 2025 and 2024, respectively, and $1,537 and $2,058 during the nine months ended September 30, 2025 and 2024, respectively, which included the amortization of basis difference of $174 during both the three months ended September 30, 2025 and 2024, and $522 and $511 during the nine months ended September 30, 2025 and 2024, respectively.

(4) Sale of corporate-owned clubs

On August 19, 2025, the Company sold 8 corporate-owned clubs located in California to a franchisee for $21,626. The net value of assets derecognized in connection with the sale amounted to $15,183, which included goodwill of $10,546, intangible assets of $196, and net tangible assets of $4,441. The transaction resulted in a gain on sale of corporate-owned clubs of $6,443 during the three months ended September 30, 2025, which was included in other (gain) loss, net on the condensed consolidated statements of operations.

(5) Goodwill and intangible assets

Changes in the carrying amount of goodwill by reportable segment were as follows:


	Franchise		Corporate-owned Clubs		Equipment		Amount
Goodwill at December 31, 2024	$	16,938	$	611,029	$	92,666	$	720,633
Acquisitions	—		70		—		70
Sale of corporate-owned clubs	—		(10,546)		—		(10,546)
Foreign currency translation	—		414		—		414
Goodwill at September 30, 2025	$	16,938	$	600,967	$	92,666	$	710,571

In December 2024, the Company’s operating entity in Spain completed an immaterial acquisition of three clubs. The acquisition resulted in the addition of $1,619 in the carrying value of goodwill. During the nine months ended September 30, 2025, the Company recorded an addition of $70 to the carrying value of goodwill as a result of an update to the preliminary allocation of the purchase consideration.

A summary of intangible assets is as follows:


	September 30, 2025						December 31, 2024
	Gross carrying amount		Accumulated amortization		Net carrying Amount		Gross carrying amount		Accumulated amortization		Net carrying Amount
Finite-lived intangible assets:
Customer relationships	$	199,043	$	(185,411)	$	13,632	$	199,043	$	(183,046)	$	15,997
Reacquired franchise rights	274,708		(139,157)		135,551		274,708		(113,987)		160,721
Total finite-lived intangible assets	473,751		(324,568)		149,183		473,751		(297,033)		176,718
Indefinite-lived intangible assets:
Trade and brand names	146,404		—		146,404		146,600		—		146,600
Total intangible assets	$	620,155	$	(324,568)	$	295,587	$	620,351	$	(297,033)	$	323,318

The Company determined that no impairment charges were required during any of the periods presented.

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

Amortization expense related to the finite-lived intangible assets totaled $9,190 and $12,768 during the three months ended September 30, 2025 and 2024, respectively, and $27,568 and $38,304 during the nine months ended September 30, 2025 and 2024, respectively. The anticipated amortization expense related to intangible assets to be recognized in future periods as of September 30, 2025 is as follows:


	Amount
Remainder of 2025	$	9,178
2026	32,079
2027	27,956
2028	27,300
2029	23,675
Thereafter	28,995
Total	$	149,183

(6) Long-term debt

Long-term debt consists of the following:


	September 30, 2025		December 31, 2024
2019-1 Class A-2 notes	$	518,375	$	522,500
2022-1 Class A-2-I notes	410,125		413,312
2022-1 Class A-2-II notes	458,375		461,938
2024-1 Class A-2-I notes	420,750		423,938
2024-1 Class A-2-II notes	371,250		374,062
Total debt, excluding deferred financing costs	2,178,875		2,195,750
Deferred financing costs, net of accumulated amortization	(21,246)		(25,221)
Total debt, net	2,157,629		2,170,529
Current portion of long-term debt	22,500		22,500
Long-term debt, net of current portion	$	2,135,129	$	2,148,029

Future principal payments of long-term debt as of September 30, 2025 are as follows:


	Amount
Remainder of 2025	$	5,625
2026	427,312
2027	18,250
2028	18,250
2029	915,938
Thereafter	793,500
Total	$	2,178,875

The carrying value and estimated fair value of long-term debt were as follows:


	September 30, 2025				December 31, 2024
	Carrying value		Estimated fair value(1)		Carrying value		Estimated fair value(1)
Long-term debt	$	2,178,875	$	2,137,388	$	2,195,750	$	2,082,034

(1) The estimated fair value of the Company’s fixed rate long-term debt is estimated primarily based on current bid prices for the long-term debt. Judgment is required to develop these estimates. As such, the fair value of long-term debt is classified within Level 2, as defined under GAAP.

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

(7) Leases

The right-of-use assets and lease liabilities for operating and finance leases, including their classification in the condensed consolidated balance sheets, were as follows:


Leases	Balance Sheet Classification	September 30, 2025		December 31, 2024
Assets
Operating	Right of use asset, net	$	403,314	$	395,174
Finance	Property and equipment, net	863		85
Total lease assets		$	404,177	$	395,259

Liabilities
Current:
Operating	Other current liabilities	$	37,611	$	37,031
Finance	Other current liabilities	185		70
Noncurrent:
Operating	Lease liabilities, net of current portion	417,624		405,324
Finance	Other liabilities	685		20
Total lease liabilities		$	456,105	$	442,445

Weighted-average remaining lease term - operating leases		7.8 years		7.7 years
Weighted-average discount rate - operating leases		5.9%		5.6%

The components of lease cost were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Operating lease cost	$	19,141	$	18,139	$	58,027	$	54,142
Variable lease cost	7,125		6,828		21,574		18,980
Total lease cost	$	26,266	$	24,967	$	79,601	$	73,122

The Company’s costs related to short-term leases, those with a duration between one and twelve months, were immaterial.

Supplemental disclosures of cash flow information related to leases were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Cash paid for lease liabilities	$	17,309	$	14,319	$	48,566	$	44,829
Operating lease ROU assets obtained in exchange for operating lease liabilities	$	19,819	$	18,964	$	66,328	$	55,494

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

Maturities of lease liabilities as of September 30, 2025 were as follows:


	Amount
Remainder of 2025	$	17,600
2026	77,573
2027	82,255
2028	82,226
2029	76,293
Thereafter	255,360
Total lease payments	$	591,307
Less: imputed interest	(135,202)
Present value of lease liabilities	$	456,105

As of September 30, 2025, future operating lease payments exclude approximately $39,363 of legally binding minimum lease payments for leases signed but not yet commenced.

(8) Revenue from contracts with customers

Contract liabilities consist primarily of deferred revenue resulting from franchise fees and area development agreement (“ADA”) fees paid by franchisees, as well as transfer fees, which are generally recognized on a straight-line basis over the term of the underlying franchise agreement, and NAF revenue collected in advance of satisfaction of the Company’s performance obligation. Also included are corporate-owned club enrollment fees, monthly and annual fees as well as deferred equipment rebates relating to its equipment business. The Company classifies these contract liabilities as deferred revenue in its condensed consolidated balance sheets.

The following table reflects the change in contract liabilities between December 31, 2024 and September 30, 2025:


	Amount
Balance at December 31, 2024	$	94,101
Revenue recognized that was included in the contract liability at the beginning of the year	(59,538)
Net increase, excluding amounts recognized as revenue during the period	60,823
Balance at September 30, 2025	$	95,386

The following table illustrates estimated revenues expected to be recognized in the future related to performance obligations that are unsatisfied, or partially unsatisfied, as of September 30, 2025. The Company has elected to exclude short-term contracts, sales and usage-based royalties and any other variable consideration recognized on an “as invoiced” basis.


Contract liabilities to be recognized in:	Amount
Remainder of 2025	$	41,653
2026	25,341
2027	3,767
2028	3,428
2029	3,048
Thereafter	18,149
Total	$	95,386

Equipment deposits received in advance of delivery as of September 30, 2025 were $11,177 and are expected to be recognized as revenue within the next 12 months.

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

(9) Related party transactions

Activity with franchisees considered to be related parties is summarized below:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Franchise revenue	$	2,216	$	1,998	$	6,604	$	5,999
Equipment revenue	614		3,653		1,455		9,096
Total revenue from related parties	$	2,830	$	5,651	$	8,059	$	15,095

The Company had $4,085 and $6,198 of accounts receivable attributable to related parties as of September 30, 2025 and December 31, 2024, respectively.

Additionally, the Company had deferred ADA and franchise agreement revenue from related parties of $566 and $577 as of September 30, 2025 and December 31, 2024, respectively.

As of September 30, 2025 and December 31, 2024, the Company had $83,903 and $88,099, respectively, payable to related parties pursuant to tax benefit arrangements. See Note 12 for further discussion of these arrangements.

In November 2024, the Company issued a promissory note of up to $10,000 to a franchisee. Amounts borrowed under the promissory note accrue interest at SOFR plus 4% and must be repaid no later than December 31, 2026. As of September 30, 2025 and December 31, 2024, $5,019 and $2,148, respectively, was issued and outstanding on the promissory note. During the three and nine months ended September 30, 2025, interest receivable accrued on the outstanding promissory note was $106 and $232, respectively.

The Company provides administrative services to the NAF and typically charges the NAF a fee for providing these services. The services provided, which include accounting, information technology, data processing, product development, legal and administrative support, and other operating expenses, amounted to $1,522 and $1,657 during the three months ended September 30, 2025 and 2024, respectively, and $4,737 and $4,455 during the nine months ended September 30, 2025 and 2024, respectively.

A member of the Company’s board of directors, who is also the Company’s former interim Chief Executive Officer and a franchisee, holds an approximate 10.5% ownership of a company that sells amenity tracking compliance software to Planet Fitness clubs to which the Company made payments for the use in corporate-owned clubs of approximately $151 and $102 during the three months ended September 30, 2025 and 2024, and $395 and $273 during the nine months ended September 30, 2025 and 2024, respectively.

(10) Stockholders’ equity

Pursuant to the exchange agreement between the Company and the Continuing LLC Owners, the Continuing LLC Owners (or certain permitted transferees thereof) have the right, from time to time and subject to the terms of the exchange agreement, to exchange their Holdings Units, along with a corresponding number of shares of Class B common stock, for shares of Class A common stock (or cash at the option of the Company) on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends, reclassifications and similar transactions. In connection with any exchange of Holdings Units for shares of Class A common stock by a Continuing LLC Owner, the number of Holdings Units held by the Company is correspondingly increased as it acquires the exchanged Holdings Units, and a corresponding number of shares of Class B common stock are canceled.

As of September 30, 2025:

•Holders of Class A common stock owned 82,981,572 shares of Class A common stock, representing 99.6% of the voting power in the Company and, through the Company, 82,981,572 Holdings Units representing 99.6% of the economic interest in Pla-Fit Holdings; and

•the Continuing LLC Owners collectively owned 316,128 Holdings Units, representing 0.4% of the economic interest in Pla-Fit Holdings, and 316,128 shares of Class B common stock, representing 0.4% of the voting power in the Company.

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

Share repurchase program

2022 share repurchase program

On November 4, 2022, the Company’s board of directors approved a share repurchase program of up to $500,000, which replaced the 2019 share repurchase program.

On June 12, 2024, the Company entered into a $280,000 accelerated share repurchase agreement (the “ASR Agreement”) with Citibank, N.A. (the “Bank”). Final settlement of the ASR Agreement occurred on September 16, 2024. During the term of the ASR Agreement, the Company repurchased and retired 3,758,939 shares of Class A common stock.

Additionally, prior to entry into the ASR Agreement, during the nine months ended September 30, 2024, the Company repurchased and retired 313,834 shares of Class A common stock for a total cost of $20,005. A share repurchase excise tax of $2,618 was recorded in connection with the Company’s share repurchases during the nine months ended September 30, 2024.

2024 share repurchase program

On June 13, 2024, the Company’s board of directors conditionally approved a share repurchase program of up to $500,000 (the “2024 Share Repurchase Program”) to replace the 2022 share repurchase program. The 2024 Share Repurchase Program became effective on September 16, 2024. During the three and nine months ended September 30, 2025, the Company repurchased and retired 936,666 and 1,502,411 shares of Class A common stock for a total cost of $97,925 and $150,000, respectively. A share repurchase excise tax of $1,365 was recorded in connection with the Company’s share repurchases during the nine months ended September 30, 2025. As of September 30, 2025, there is $350,000 remaining under the 2024 Share Repurchase Program.

The timing of purchases and amount of stock repurchased are subject to the Company’s discretion and dependent upon market and business conditions, the Company’s general working capital needs, stock price, applicable legal requirements and other factors. The ability to repurchase shares at any particular time is also subject to the terms of the indenture governing the Company’s securitized senior notes. Purchases may be effected through one or more open market transactions, privately negotiated transactions, transactions structured through investment banking institutions, or a combination of the foregoing.

Preferred stock

The Company had 50,000,000 shares of preferred stock authorized and none issued or outstanding as of September 30, 2025 and December 31, 2024.

(11) Earnings per share

Basic earnings per share of Class A common stock is computed by dividing net income attributable to Planet Fitness, Inc. by the weighted-average number of shares of Class A common stock outstanding. Diluted earnings per share of Class A common stock is computed by dividing net income attributable to Planet Fitness, Inc. by the weighted-average number of shares of Class A common stock outstanding adjusted to give effect to potentially dilutive securities.

Shares of the Company’s Class B common stock do not share in the earnings attributable to Planet Fitness, Inc. and are therefore not participating securities. As such, separate presentation of basic and diluted earnings per share of Class B common stock under the two-class method has not been presented. Shares of the Company’s Class B common stock are, however, considered potentially dilutive shares of Class A common stock because shares of Class B common stock, together with the related Holdings Units, are exchangeable into shares of Class A common stock on a one-for-one basis.

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted earnings per share of Class A common stock:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Numerator
Net income	$	59,183	$	42,395	$	159,557	$	126,680
Less: net income attributable to non-controlling interests	354		386		842		1,722
Net income attributable to Planet Fitness, Inc.	$	58,829	$	42,009	$	158,715	$	124,958
Denominator
Weighted-average shares of Class A common stock outstanding - basic	83,517,094		84,569,504		83,847,130		86,090,290
Effect of dilutive securities:
Stock options	40,840		38,017		40,596		117,080
Restricted stock units	94,795		72,665		105,977		48,994
Performance stock units	64,566		47,639		61,386		32,720
Weighted-average shares of Class A common stock outstanding - diluted	83,717,295		84,727,825		84,055,089		86,289,084
Earnings per share of Class A common stock - basic	$	0.70	$	0.50	$	1.89	$	1.45
Earnings per share of Class A common stock - diluted	$	0.70	$	0.50	$	1.89	$	1.45

The number of weighted-average common stock equivalents excluded from the computation of diluted net income per share because the effect would have been anti-dilutive were as follows:


	Three Months Ended September 30,		Nine Months Ended September 30,
	2025	2024	2025	2024
Class B common stock	316,128	532,058	330,162	811,748
Stock options	—	—	—	3,503
Restricted stock units	69	—	76	2,229
Performance stock units	69	29	661	2,055
Total	316,266	532,087	330,899	819,535

(12) Income taxes

The Company is the sole managing member of Pla-Fit Holdings, which is treated as a partnership for U.S. federal and certain state and local income taxes. As a partnership, Pla-Fit Holdings is not subject to U.S. federal and certain state and local income taxes. Any taxable income or loss generated by Pla-Fit Holdings is passed through to and included in the taxable income or loss of its members, including the Company, on a pro-rata basis.

Planet Fitness, Inc. is subject to U.S. federal income taxes, in addition to state and local income taxes with respect to the allocable share of any taxable income of Pla-Fit Holdings. The Company’s effective tax rate was 31.9% and 27.7% for the three months ended September 30, 2025 and 2024, respectively, and 30.0% and 27.7% for the nine months ended September 30, 2025 and 2024, respectively, which differed from the U.S. federal statutory rate of 21% primarily due to state and local taxes, and an increase of the valuation allowance and sale of corporate-owned clubs. The Company is also subject to taxes in foreign jurisdictions.

Net deferred tax assets of $415,053 and $468,811 as of September 30, 2025 and December 31, 2024, respectively, relate primarily to the tax effects of temporary differences in the book basis as compared to the tax basis of the investment in Pla-Fit Holdings as a result of the secondary offerings, other exchanges, recapitalization transactions and the IPO.

As of September 30, 2025 and December 31, 2024, the total liability related to uncertain tax positions was $378 and $297, respectively. The Company recognizes accrued interest and penalties, if applicable, related to unrecognized tax benefits in income tax expense. Interest and penalties for the three and nine months ended September 30, 2025 and 2024 were not material.

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

Tax benefit arrangements

The Company’s acquisition of Holdings Units in connection with the IPO and future and certain past exchanges of Holdings Units for shares of the Company’s Class A common stock (or cash at the option of the Company) are expected to produce and have produced favorable tax attributes. In connection with the IPO, the Company entered into two tax receivable agreements, pursuant to which, the Company is required to make payments to certain holders of equity interests or their successors-in-interest (“TRA Holders”). Under the first of those arrangements, the Company generally is required to pay certain existing and previous equity owners of Pla-Fit Holdings, LLC 85% of the applicable tax savings, if any, in U.S. federal and state income tax that the Company is deemed to realize as a result of certain tax attributes of their Holdings Units sold to the Company (or exchanged in a taxable sale) and that are created as a result of (i) the sales of their Holdings Units for shares of Class A common stock and (ii) tax benefits attributable to payments made under the tax receivable agreement (including imputed interest). Under the second tax receivable agreement, the Company generally is required to pay 85% of the amount of tax savings, if any, that the Company is deemed to realize as a result of the tax attributes of certain equity interests previously held by affiliates of TSG that resulted from TSG’s purchase of interests in Pla-Fit Holdings in 2012, and certain other tax benefits. Under both agreements, the Company generally retains the remaining 15% benefit of the applicable tax savings.

Certain existing holders of Holdings Units exercised their exchange rights and exchanged Holdings Units for newly-issued shares of Class A common stock, resulting in an increase in the tax basis of the net assets of Pla-Fit Holdings. As a result of these exchanges and other activity, the Company recognized deferred tax assets and tax benefit arrangement liabilities, each recorded with offsets to additional paid-in-capital within stockholders’ deficit, as summarized below:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Holding units exchanged	—		162,324		25,713		908,960
Net deferred tax assets	$	—	$	3,914	$	901	$	17,569
Tax benefit arrangement liabilities(1)	$	—	$	3,548	$	732	$	11,310

(1) Represents approximately 85% of the tax benefit generated by TRA Holders who exchanged shares and participate in the tax benefit arrangements.

The Company had a liability of $413,101 and $466,916 as of September 30, 2025 and December 31, 2024, respectively, related to its projected obligations under the tax benefit arrangements.

Projected future payments under the tax benefit arrangements were as follows:


	Amount
Remainder of 2025	$	1,327
2026	53,717
2027	40,985
2028	42,389
2029	44,125
Thereafter	230,558
Total	$	413,101

On July 4, 2025, the “One Big Beautiful Bill Act” (the “Act”) was enacted into law. The Act includes changes to U.S. tax law that will be applicable to the Company beginning in fiscal 2025. The Act allows the Company to accelerate tax deductions for qualified property and equipment expenditures via bonus depreciation and immediately deduct the remaining balance of previous years capitalized domestic Section 174A expenses, as well as the current year domestic amounts. These changes result in a shift between current and deferred taxes for the Company.

(13) Commitments and contingencies

From time to time, and in the ordinary course of business, the Company is subject to various claims, charges, and litigation, such as employment-related claims and slip and fall cases.

The Company is not currently aware of any other legal proceedings or claims that the Company believes will have, individually or in the aggregate, a material adverse effect on the Company’s financial position or result of operations.

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

(14) Segments

The Company has three reportable segments: (i) Franchise; (ii) Corporate-owned clubs; and (iii) Equipment.

The Company’s operations are organized and managed by type of products and services and segment information is reported accordingly. The Company’s chief operating decision maker (the “CODM”) is its Chief Executive Officer. The CODM reviews financial performance and allocates resources by reportable segment. There have been no operating segments aggregated to arrive at the Company’s reportable segments. Revenues for all operating segments include only transactions with unaffiliated customers and include no intersegment revenues. The accounting policies of the reportable segments are the same as those described in Note 2.

The Franchise segment includes operations related to the Company’s franchising business in the United States, Puerto Rico, Canada, Panama, Mexico and Australia. The Company records all revenues and expenses of the NAFs within the franchise segment. The Corporate-owned clubs segment includes operations with respect to all Corporate-owned clubs throughout the United States, Canada, and Spain. The Equipment segment includes the sale of equipment to franchisee-owned clubs.

The CODM evaluates the performance of the Company’s reportable segments based on revenue and Segment Adjusted EBITDA. Segment Adjusted EBITDA is defined as earnings before interest, taxes, depreciation, and amortization, adjusted for the impact of certain non-cash and other items that the CODM does not consider in her evaluation of ongoing performance of the segment’s core operations. The CODM utilizes Segment Adjusted EBITDA when making decisions about allocating resources to the segments as well to assess the performance for each segment by comparing the results of each segment and in the compensation of certain employees. No asset information has been provided for these reportable segments as the CODM does not regularly review asset information by reportable segment.

The following tables summarize total revenue and total Segment Adjusted EBITDA for the Company’s reportable segments.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Revenue
Franchise	$	113,675	$	102,415	$	348,513	$	314,225
Corporate-owned clubs	137,833		128,132		410,491		375,976
Equipment	78,837		61,699		188,882		151,003
Total revenue	$	330,345	$	292,246	$	947,886	$	841,204
Adjusted EBITDA
Franchise	$	82,367	$	72,786	$	253,734	$	226,378
Corporate-owned clubs	53,737		50,391		156,184		142,354
Equipment	23,724		18,487		57,601		41,860
Segment Adjusted EBITDA	$	159,828	$	141,664	$	467,519	$	410,592

The following tables summarize the significant expense categories and amounts for each of the Company’s reportable segments and align with the segment level information that is regularly provided to the CODM:


	Three Months Ended September 30,				Nine Months Ended September 30,
Franchise Segment	2025		2024		2025		2024
Selling, general and administrative	$	8,199	$	8,066	$	24,183	$	22,686
National advertising fund expense	21,429		19,720		66,150		59,624
Cost of revenue	1,858		1,635		5,120		4,905
Other segment (income) expenses, net(1)	(177)		207		(675)		633
Total	$	31,308	$	29,629	$	94,779	$	87,847

(1) Other segment (income) expenses, net for the franchise segment includes other (gains) losses, net, and other income (expense), net.

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)


	Three Months Ended September 30,				Nine Months Ended September 30,
Corporate-owned Clubs Segment	2025		2024		2025		2024
Club compensation and payroll(1)	$	23,752	$	21,961	$	70,899	$	64,007
Rent & occupancy(1)	31,184		29,882		92,009		86,111
Marketing(1)	10,396		7,889		34,782		33,343
Operational and other(1)	10,445		11,112		32,964		31,306
Selling, general and administrative	2,644		3,848		8,810		11,420
Other segment expenses, net(2)	5,675		3,049		14,843		7,435
Total	$	84,096	$	77,741	$	254,307	$	233,622

(1) Club compensation and payroll, rent and occupancy, marketing, and operational and other are included within club operations expense in the condensed consolidated statements of operations. Operational and other primarily consists of repairs and maintenance expense, transaction fees, club supplies, personal property tax expense and other expenses incurred in the operation of each corporate-owned club.

(2) Other segment expenses, net for the corporate-owned clubs segment includes cost of revenue, other (gains) losses, net, other income (expense), net, and all operating expenses associated with our operations in Spain.


	Three Months Ended September 30,				Nine Months Ended September 30,
Equipment Segment	2025		2024		2025		2024
Cost of revenue	$	54,547	$	42,535	$	129,851	$	107,207
Other segment expenses, net(1)	565		677		1,429		1,935
Total	$	55,112	$	43,212	$	131,280	$	109,143

(1) Other segment expenses, net for the equipment segment includes selling, general, and administrative expenses, other (gains) losses, net, and other income (expense), net.

Capital expenditures for the corporate-owned clubs segment were $49,336 and $42,561 during the three months ended September 30, 2025 and 2024, respectively, and $99,241 and $97,115 during the nine months ended September 30, 2025 and 2024, respectively. The CODM does not review capital expenditures related to the franchise or equipment segments.

The following table reconciles total Segment Adjusted EBITDA to consolidated income before taxes:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Segment Adjusted EBITDA	$	159,828	$	141,664	$	467,519	$	410,592
Depreciation and amortization	(39,108)		(41,033)		(115,818)		(120,230)
Interest income	5,936		5,610		17,438		16,687
Interest expense	(26,342)		(26,603)		(78,720)		(72,569)
Losses from equity-method investments, net of tax	572		782		2,005		3,198
Corporate and other unallocated expenses, net(1)	(13,157)		(20,720)		(61,742)		(57,976)
Income before income taxes	$	87,729	$	59,700	$	230,682	$	179,702

(1) Corporate and other unallocated expenses, net includes corporate overhead costs, such as payroll and related benefit costs and professional services that are not directly attributable to any individual segment and thus are unallocated and certain other gains and charges that the CODM does not consider in her evaluation of the Company’s reportable segments.

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Planet Fitness, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in thousands, except share and per share amounts)

The following table summarizes geographic information about the Company’s revenue, based on customer location:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
United States	$	321,942	$	283,700	$	925,387	$	816,856
Rest of world	8,403		8,546		22,499		24,348
Total revenue	$	330,345	$	292,246	$	947,886	$	841,204

The following table summarizes geographic information about the Company’s long-lived assets, net, excluding goodwill and other intangible assets:


	September 30, 2025		December 31, 2024
United States	$	884,184	$	882,022
Rest of world	61,427		21,414
Total long-lived assets, net	$	945,611	$	903,436

(15) Corporate-owned and franchisee-owned clubs

The following table shows changes in corporate-owned and franchisee-owned clubs:


	Three Months Ended September 30,		Nine Months Ended September 30,
	2025	2024	2025	2024
Franchisee-owned clubs:
Clubs operated at beginning of period	2,479	2,358	2,445	2,319
New clubs opened	29	12	65	52
Stores acquired from the Company	8	—	8	—
Clubs debranded, sold, closed or consolidated(1)	(2)	(1)	(4)	(2)
Clubs operated at end of period	2,514	2,369	2,514	2,369
Corporate-owned clubs:
Clubs operated at beginning of period	283	259	277	256
New clubs opened	6	9	12	12
Stores sold to franchisees	(8)	—	(8)	—

Clubs operated at end of period	281	268	281	268
Total clubs:
Clubs operated at beginning of period	2,762	2,617	2,722	2,575
New clubs opened	35	21	77	64
Clubs debranded, sold, closed or consolidated(1)	(2)	(1)	(4)	(2)
Clubs operated at end of period	2,795	2,637	2,795	2,637

(1) The term “debranded” refers to a franchisee-owned club whose right to use the Planet Fitness brand and marks has been terminated in accordance with the franchise agreement. We retain the right to prevent debranded clubs from continuing to operate as fitness centers. The term “consolidated” refers to the combination of a franchisee’s club with another club located in close proximity with our prior approval. This often coincides with an enlargement, re-equipment and/or refurbishment of the remaining club.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the accompanying unaudited interim condensed consolidated financial statements as of and for the three and nine months ended September 30, 2025 and the related notes included in this Quarterly Report on Form 10-Q and our audited consolidated financial statements as of and for the year ended December 31, 2024 and the related notes contained in the Company’s Annual Report on Form 10-K filed with the SEC on February 25, 2025. Unless the context requires otherwise, references in this report to the “Company,” “we,” “us” and “our” refer to Planet Fitness, Inc. and its consolidated subsidiaries.

Overview

We are one of the largest and fastest-growing franchisors and operators of fitness centers in the world by number of members and locations, with a highly recognized national brand. Our mission is to enhance people’s lives by providing a high-quality fitness experience in a welcoming, non-intimidating environment, which we call the Judgement Free Zone. Our bright, clean clubs are typically 20,000 square feet, with a large selection of high-quality, purple and yellow Planet Fitness-branded cardio, circuit- and strength equipment and friendly staff trainers who offer unlimited free fitness instruction to all our members in small groups. We offer this differentiated fitness experience starting at only $15 per month to new members for our standard Classic Card membership. This attractive value proposition is designed to appeal to a broad population, inclusive of all fitness levels from beginners to athletes. We and our franchisees fiercely protect Planet Fitness’ community atmosphere—a place where you do not need to be fit before joining and where progress toward achieving your fitness goals (big or small) is supported and applauded by our staff and fellow members.

As of September 30, 2025, we had approximately 20.7 million members and 2,795 clubs in all 50 states, the District of Columbia, Puerto Rico, Canada, Panama, Mexico, Australia and Spain. Of our 2,795 clubs, 2,514 are franchised and 281 are corporate-owned.

As of September 30, 2025, we had contractual commitments to open more than 800 new clubs.

Our segments

We operate and manage our business in three business segments: Franchise, Corporate-owned clubs and Equipment. Our Franchise segment includes operations related to our franchising business in the United States, Puerto Rico, Canada, Panama, Mexico and Australia, as well as revenues and expenses of the NAFs. Our Corporate-owned clubs segment includes operations with respect to all corporate-owned clubs throughout the U.S., Canada, and Spain. The Equipment segment includes the sale of equipment to franchisee-owned clubs in the U.S., Canada and Mexico.

We evaluate the performance of our segments and allocate resources to them based on revenue and adjusted earnings before interest, taxes, depreciation and amortization, referred to as Segment Adjusted EBITDA. Revenue and Segment Adjusted EBITDA for all operating segments include only transactions with unaffiliated customers and do not include intersegment transactions.

Segment Adjusted EBITDA is defined as earnings before interest, taxes, depreciation, and amortization, adjusted for the impact of certain non-cash and other items that the Operating Decision Maker (“CODM”) does not consider in her evaluation of ongoing performance of the segment’s core operations. For additional information, see Note 14 to the condensed consolidated financial statements.

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The following table summarizes revenue and Adjusted EBITDA broken out by our segments:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2025		2024		2025		2024
Revenue
Franchise segment	$	113,675	$	102,415	$	348,513	$	314,225
Corporate-owned clubs segment	137,833		128,132		410,491		375,976
Equipment segment	78,837		61,699		188,882		151,003
Total revenue	$	330,345	$	292,246	$	947,886	$	841,204
Adjusted EBITDA
Franchise segment	$	82,367	$	72,786	$	253,734	$	226,378
Corporate-owned clubs segment	53,737		50,391		156,184		142,354
Equipment segment	23,724		18,487		57,601		41,860
Segment Adjusted EBITDA(2)	159,828		141,664		467,519		410,592
Corporate and other Adjusted EBITDA(1)	(19,062)		(18,593)		(62,139)		(53,707)
Adjusted EBITDA(2)	$	140,766	$	123,071	$	405,380	$	356,885

(1) Corporate and other Adjusted EBITDA includes adjusted corporate overhead costs, such as payroll and related benefit costs and professional services that are not directly attributable to any individual segment and thus are unallocated.

(2) Segment Adjusted EBITDA plus the Adjusted EBITDA of corporate and other is equal to Adjusted EBITDA. Adjusted EBITDA is a metric that is not presented in accordance with GAAP. Refer to “—Non-GAAP Financial Measures” for a definition of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net income, the most directly comparable GAAP measure.

How we assess the performance of our business

In assessing the performance of our business, we consider a variety of performance and financial measures. The key measures for determining how our business is performing include total monthly dues and annual fees from members (which we refer to as system-wide sales), the number of new club openings, same club sales for both corporate-owned and franchisee-owned clubs, Adjusted EBITDA, Segment Adjusted EBITDA, Adjusted net income, and Adjusted net income per share, diluted. See “—Non-GAAP Financial Measures” below for more information.

Number of new club openings

The number of new club openings reflects clubs opened during a particular reporting period for both corporate-owned and franchisee-owned clubs. Opening new clubs is an important part of our growth strategy and we expect the majority of our future new clubs will be franchisee-owned. Before we obtain the certificate of occupancy or report any revenue for new corporate-owned clubs, we incur pre-opening costs, such as rent expense, labor expense and other operating expenses. Our clubs open with an initial start-up period requirement of higher than normal marketing spend and operating expenses may also be higher, particularly as a percentage of monthly revenue. New clubs may not be profitable and their revenue may not follow historical patterns. The following table shows the growth in our corporate-owned and franchisee-owned club base:

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	Three Months Ended September 30,		Nine Months Ended September 30,
	2025	2024	2025	2024
Franchisee-owned clubs:
Clubs operated at beginning of period	2,479	2,358	2,445	2,319
New clubs opened	29	12	65	52
Stores acquired from the Company	8	—	8	—
Clubs debranded, sold, closed or consolidated(1)	(2)	(1)	(4)	(2)
Clubs operated at end of period	2,514	2,369	2,514	2,369
Corporate-owned clubs:
Clubs operated at beginning of period	283	259	277	256
New clubs opened	6	9	12	12
Stores sold to franchisees	(8)	—	(8)	—

Clubs operated at end of period	281	268	281	268
Total clubs:
Clubs operated at beginning of period	2,762	2,617	2,722	2,575
New clubs opened	35	21	77	64
Clubs debranded, sold, closed or consolidated(1)	(2)	(1)	(4)	(2)
Clubs operated at end of period	2,795	2,637	2,795	2,637

Same club sales

Same club sales refers to year-over-year sales comparisons for the same club sales base of both corporate-owned and franchisee-owned clubs. We define the same club sales base to include those clubs that have been open and for which monthly membership dues have been billed for longer than 12 months. We measure same club sales based solely upon monthly dues billed to members of our corporate-owned and franchisee-owned clubs.

Several factors affect our same club sales in any given period, including the following:

•the number of clubs that have been in operation for more than 12 months;

•the percentage mix and pricing of PF Black Card and standard Classic Card memberships in any period;

•growth in total net memberships per club;

•consumer recognition of our brand and our ability to respond to changing consumer preferences;

•overall economic trends, particularly those related to consumer spending;

•our and our franchisees’ ability to operate clubs effectively and efficiently to meet consumer expectations;

•marketing and promotional efforts;

•local competition;

•trade area dynamics; and

•opening of new clubs in the vicinity of existing locations.

We present same club sales as compared to the same period in the prior year for all clubs that have been open and for which monthly membership dues have been billed for longer than 12 months, beginning with the 13th month and thereafter, as applicable. Same club sales of our international clubs are calculated on a constant currency basis, meaning that we translate the current year’s same club sales of our international clubs at the same exchange rates used in the prior year. Since opening new clubs is a significant component of our revenue growth, same club sales is only one measure of how we evaluate our performance.

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Clubs acquired from or sold to franchisees are removed from the franchisee-owned or corporate-owned same club sales base, as applicable, upon the ownership change and for the 12 months following the date of the ownership change. These clubs are included in the corporate-owned or franchisee-owned same club sales base, as applicable, beginning in the 13th month after the acquisition or sale. These clubs remain in the system-wide same club sales base in all periods. The following table shows our same club sales:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Same club sales growth:
Franchisee-owned clubs	7.1	%	4.5	%	7.2	%	5.0	%
Corporate-owned clubs	6.0	%	3.4	%	6.0	%	4.5	%
System-wide clubs	6.9	%	4.3	%	7.1	%	4.9	%
Number of clubs in same club sales base:
Franchisee-owned clubs	2,360		2,245		2,360		2,245
Corporate-owned clubs	256		242		256		242
System-wide clubs	2,624		2,492		2,624		2,492

Total monthly dues and annual fees from members (system-wide sales)

We review the total amount of dues we bill to our members on a monthly basis, which allows us to assess changes in the performance of our corporate-owned and franchisee-owned clubs from period to period, any competitive pressures, local or regional membership traffic patterns and general market conditions that might impact our club performance. System-wide sales is an operating measure that includes monthly membership dues and annual fee billings by franchisees that are not revenue realized by the Company in accordance with GAAP, as well as monthly membership dues and annual fee billings by the Company’s corporate-owned clubs. While the Company does not record sales by franchisees as revenue, and such sales are not included in the Company’s consolidated financial statements, the Company believes that this operating measure aids in understanding how the Company derives its royalty revenue and is important in evaluating its performance. We typically bill monthly dues on or around the 17th of every month and bill annual fees once per year to each member based upon when the member signed their membership agreement. System-wide sales were $1.3 billion and $1.2 billion during the three months ended September 30, 2025 and 2024, respectively, and $4.0 billion and $3.6 billion for the nine months ended September 30, 2025 and 2024, respectively.

Non-GAAP financial measures

We refer to Adjusted EBITDA, Adjusted net income and Adjusted net income per share, diluted as we use these measures to evaluate our operating performance and we believe these measures are useful to investors in evaluating our performance. Adjusted EBITDA, Adjusted net income and Adjusted net income per share, diluted, as presented in this Quarterly Report on Form 10-Q, are supplemental measures of our performance that are neither required by, nor presented in accordance with GAAP and should not be considered as substitutes for GAAP metrics such as net income or any other performance measures derived in accordance with GAAP. Also, in the future we may incur expenses or charges such as those added back to calculate Adjusted EBITDA, Adjusted net income and Adjusted net income per share, diluted. Our presentation of Adjusted EBITDA, Adjusted net income and Adjusted net income per share, diluted should not be construed as an inference that our future results will be unaffected by unusual or nonrecurring items.

We define Adjusted EBITDA as net income before interest, taxes, depreciation and amortization, as adjusted for the impact of certain non-cash and other items that we do not consider in our evaluation of ongoing performance of the Company’s core operations. We believe that Adjusted EBITDA is an appropriate measure of operating performance because it eliminates the impact of certain expenses and other items that we believe reduce the comparability of our underlying core business performance from period to period and is therefore useful to our investors. Our Board of Directors also uses Adjusted EBITDA as a key metric to assess the performance of management. Our CODM also uses Segment Adjusted EBITDA, which is Adjusted EBITDA specific to each of our three reportable segments, to assess the financial performance of and allocate resources to our segments in accordance with ASC 280, Segment Reporting. Corporate overhead costs not directly attributable to any individual segment are not allocated to the three segments and are included in Corporate and Other Adjusted EBITDA within Adjusted EBITDA.

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Adjusted net income assumes that all net income is attributable to Planet Fitness, Inc., which assumes the full exchange of all outstanding Holdings Units for shares of Class A common stock of Planet Fitness, Inc., adjusted for certain non-cash and other items that we do not believe directly reflect our core operations. Adjusted net income per share, diluted, is calculated by dividing Adjusted net income by the total weighted-average shares of Class A common stock outstanding plus any dilutive options and restricted stock units as calculated in accordance with GAAP and assuming the full exchange of all outstanding Holdings Units and corresponding Class B common stock as of the beginning of each period presented. We believe Adjusted net income and Adjusted net income per share, diluted, supplement GAAP measures and enable us to more effectively evaluate our performance period-over-period.

Reconciliations of Non-GAAP financial measures

A reconciliation of net income, the most directly comparable GAAP measure, to Adjusted EBITDA is set forth below:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2025		2024		2025		2024
Net income	$	59,183	$	42,395	$	159,557	$	126,680
Interest income	(5,936)		(5,610)		(17,438)		(16,687)
Interest expense	26,342		26,603		78,720		72,569
Provision for income taxes	27,974		16,523		69,120		49,824
Depreciation and amortization	39,108		41,033		115,818		120,230
EBITDA	146,671		120,944		405,777		352,616


Severance costs(1)	—		—		649		1,602
Executive transition costs(2)	408		1,342		2,855		2,973

Loss on adjustment of allowance for credit losses on held-to-maturity investment	486		292		5,089		849
Dividend income on held-to-maturity investment	(594)		(553)		(1,733)		(1,618)
Insurance recovery(3)	—		—		(1,636)		—
Lease closure expenses, net(4)	261		—		1,328		—
Tax benefit arrangement remeasurement(5)	(475)		575		(1,769)		(774)
Gain on sale of corporate-owned clubs(6)	(6,443)		—		(6,443)		—
Amortization of basis difference of equity-method investments(7)	240		240		720		709
Other(8)	212		231		543		528
Adjusted EBITDA	$	140,766	$	123,071	$	405,380	$	356,885

(1) Represents severance related expenses recorded in connection with a reduction in force.

(2) Represents certain expenses recorded in connection with the departure of the former Chief Executive Officer, including costs associated with the search for, and equity-based compensation associated with certain equity awards granted to, the Company’s new Chief Executive Officer and retention payments for certain key employees through the Chief Executive Officer transition.

(3) Represents insurance recoveries, net of costs incurred.

(4) Represents lease termination costs, impairment charges, and loss on disposal of property and equipment from the closure of our Florida Corporate Support Center located in Orlando, Florida.

(5) Represents a (gain) loss related to the adjustment of our tax benefit arrangements primarily due to changes in our deferred state tax rate.

(6) Represents a gain on the sale of eight corporate-owned clubs to a franchisee.

(7) Represents the Company’s pro-rata portion of the basis difference related to intangible asset amortization expense in its equity method investees, which is included within losses from equity-method investments, net of tax on our condensed consolidated statements of operations.

(8) Represents certain other gains and charges that we do not believe reflect our underlying business performance.

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A reconciliation of net income, the most directly comparable GAAP measure, to Adjusted net income and the computation of Adjusted net income per share, diluted, are set forth below:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands, except per share amounts)	2025		2024		2025		2024
Net income	$	59,183	$	42,395	$	159,557	$	126,680
Provision for income taxes	27,974		16,523		69,120		49,824


Severance costs(1)	—		—		649		1,602
Executive transition costs(2)	408		1,342		2,855		2,973

Loss on adjustment of allowance for credit losses on held-to-maturity investment	486		292		5,089		849
Dividend income on held-to-maturity investment	(594)		(553)		(1,733)		(1,618)
Insurance recovery(3)	—		—		(1,636)		—
Lease closure expenses, net(4)	261		—		1,328		—
Tax benefit arrangement remeasurement(5)	(475)		575		(1,769)		(774)
Gain on sale of corporate-owned clubs(6)	(6,443)		—		(6,443)		—
Amortization of basis difference of equity-method investments(7)	240		240		720		709
Loss on extinguishment of debt(8)	—		—		—		2,285
Other(9)	212		231		543		528
Purchase accounting amortization(10)	9,178		12,757		27,534		38,272
Adjusted income before income taxes	90,430		73,802		255,814		221,330
Adjusted income taxes(11)	23,421		19,060		66,256		57,161
Adjusted net income	$	67,009	$	54,742	$	189,558	$	164,169
Adjusted net income per share, diluted	$	0.80	$	0.64	$	2.25	$	1.88
Adjusted weighted-average shares outstanding, diluted(12)	84,033		85,260		84,385		87,101

(1) Represents severance related expenses recorded in connection with a reduction in force.

(3) Represents insurance recoveries, net of costs incurred.

(4) Represents lease termination costs, impairment charges, and loss on disposal of property and equipment from the closure of our Florida Corporate Support Center located in Orlando, Florida.

(5) Represents a (gain) loss related to the adjustment of our tax benefit arrangements primarily due to changes in our deferred state tax rate.

(6) Represents a gain on the sale of eight corporate-owned clubs to a franchisee.

(8) Represents the write-off of deferred financing costs associated with the repayment of the 2018-1 Class A-2-II notes prior to the anticipated repayment date.

(9) Represents certain other gains and charges that we do not believe reflect our underlying business performance.

(10) Includes $3.1 million and $9.3 million for the three and nine months ended September 30, 2024, respectively, of amortization for intangible assets recorded in connection with the 2012 Acquisition, other than favorable leases. During the fourth quarter of 2024, the intangible assets recorded in connection with the 2012 Acquisition became fully amortized. Also includes $9.2 million and $9.7 million for the three months ended September 30, 2025 and 2024, respectively, and $27.5 million and $29.0 million for the nine months ended September 30, 2025 and 2024, respectively, of amortization for intangible assets created in connection with historical acquisitions of franchisee-owned clubs. The adjustment represents the amount of actual non-cash amortization expense recorded, in accordance with GAAP, in each period.

(11) Represents corporate income taxes at an assumed effective tax rate of 25.9% and 25.8% for the three months ended September 30, 2025 and 2024, respectively, and 25.9% and 25.8% for the nine months ended September 30, 2025 and 2024, respectively, applied to adjusted income before income taxes.

(12) Assumes the full exchange of all outstanding Holdings Units and corresponding shares of Class B common stock for shares of Class A common stock of Planet Fitness, Inc.

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A reconciliation of net income per share, diluted, to Adjusted net income per share, diluted is set forth below:


	Three Months Ended September 30, 2025					Three Months Ended September 30, 2024
(in thousands, except per share amounts)	Net income		Weighted Average Shares	Net income per share, diluted		Net income		Weighted Average Shares	Net income per share, diluted
Net income attributable to Planet Fitness, Inc.(1)	$	58,829	83,717	$	0.70	$	42,009	84,728	$	0.50
Net income attributable to non-controlling interests(2)	354		316			386		532
Net income	59,183					42,395
Adjustments to arrive at adjusted income before income taxes(3)	31,247					31,407
Adjusted income before income taxes	90,430					73,802
Adjusted income taxes(4)	23,421					19,060
Adjusted net income	$	67,009	84,033	$	0.80	$	54,742	85,260	$	0.64


	Nine Months Ended September 30, 2025					Nine Months Ended September 30, 2024
(in thousands, except per share amounts)	Net income		Weighted Average Shares	Net income per share, diluted		Net income		Weighted Average Shares	Net income per share, diluted
Net income attributable to Planet Fitness, Inc.(1)	$	158,715	84,055	$	1.89	$	124,958	86,289	$	1.45
Net income attributable to non-controlling interests(2)	842		330			1,722		812
Net income	159,557					126,680
Adjustments to arrive at adjusted income before income taxes(3)	96,257					94,650
Adjusted income before income taxes	255,814					221,330
Adjusted income taxes(4)	66,256					57,161
Adjusted net income	$	189,558	84,385	$	2.25	$	164,169	87,101	$	1.88

(1) Represents net income attributable to Planet Fitness, Inc. and the associated weighted average shares of Class A common stock outstanding (see Note 11 to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q).

(2) Represents net income attributable to non-controlling interests and the assumed exchange of all outstanding Holdings Units and corresponding shares of Class B common stock for shares of Class A common stock of Planet Fitness, Inc. as of the beginning of the period presented.

(3) Represents the total impact of all adjustments identified in the adjusted net income table above to arrive at adjusted income before income taxes.

(4) Represents corporate income taxes at an assumed effective tax rate of 25.9% and 25.8% for the three months ended September 30, 2025 and 2024, respectively, and 25.9% and 25.8% for the nine months ended September 30, 2025 and 2024, respectively, applied to adjusted income before income taxes.

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Results of operations

Comparison of the three months ended September 30, 2025 and three months ended September 30, 2024

The following table sets forth a comparison of our condensed consolidated statements of operations in dollars and as a percentage of total revenue:


	Three Months Ended September 30,
	2025				2024
(in thousands)	Amount		% of Total Revenues		Amount		% of Total Revenues
Revenue:
Franchise	$	92,245	27.9	%	$	82,873	28.4	%
National advertising fund revenue	21,430		6.5	%	19,542		6.7	%
Franchise segment	113,675		34.4	%	102,415		35.1	%
Corporate-owned clubs	137,833		41.7	%	128,132		43.8	%
Equipment	78,837		23.9	%	61,699		21.1	%
Total revenue	330,345		100.0	%	292,246		100.0	%
Operating costs and expenses:
Cost of revenue	58,155		17.6	%	45,701		15.6	%
Club operations	79,792		24.2	%	71,614		24.5	%
Selling, general and administrative	30,525		9.2	%	32,647		11.2	%
National advertising fund expense	21,429		6.5	%	19,720		6.8	%
Depreciation and amortization	39,108		11.8	%	41,033		14.0	%
Other (gains) losses, net	(5,732)		(1.7)	%	280		0.1	%
Total operating costs and expenses	223,277		67.6	%	210,995		72.2	%
Income from operations	107,068		32.4	%	81,251		27.8	%
Other income (expense), net:
Interest income	5,936		1.8	%	5,610		1.9	%
Interest expense	(26,342)		(8.0)	%	(26,603)		(9.1)	%
Other income (expense), net	1,067		0.3	%	(558)		(0.2)	%
Total other expense, net	(19,339)		(5.9)	%	(21,551)		(7.4)	%
Income before income taxes	87,729		26.6	%	59,700		20.4	%
Provision for income taxes	27,974		8.5	%	16,523		5.7	%
Losses from equity-method investments, net of tax	(572)		(0.2)	%	(782)		(0.3)	%
Net income	59,183		17.9	%	42,395		14.5	%
Less net income attributable to non-controlling interests	354		0.1	%	386		0.1	%
Net income attributable to Planet Fitness, Inc.	$	58,829	17.8	%	$	42,009	14.4	%

Revenue

Total revenue was $330.3 million for the three months ended September 30, 2025, compared to $292.2 million for three months ended September 30, 2024, an increase of $38.1 million, or 13.0%.

Franchise segment revenue was $113.7 million for the three months ended September 30, 2025, compared to $102.4 million for three months ended September 30, 2024, an increase of $11.3 million, or 11.0%.

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Franchise revenue was $92.2 million for the three months ended September 30, 2025, compared to $82.9 million for the three months ended September 30, 2024, an increase of $9.4 million, or 11.3%. Included in franchise revenue are the following:


	Three Months Ended September 30,
(in thousands)	2025		2024		$ Change		% Change
Royalty revenue	$	77,369	$	69,909	$	7,460	10.7	%
Franchise and other fees	9,421		7,939		1,482		18.7	%
Placement revenue	5,392		4,528		864		19.1	%
HVAC revenue	63		497		(434)		(87.3)	%
Total franchise revenue	$	92,245	$	82,873	$	9,372	11.3	%

Of the $7.5 million increase in royalty revenue, $4.4 million was attributable to a franchise same club sales increase of 7.1%, $1.9 million was attributable to new clubs opened since July 1, 2024 before moving into the same club sales base and $1.2 million was from higher royalties on annual fees. The $1.5 million increase in franchise and other fees was primarily attributable to higher join fees and the $0.9 million increase in placement revenue was primarily driven by higher replacement equipment placements.

National advertising fund revenue was $21.4 million for the three months ended September 30, 2025, compared to $19.5 million for the three months ended September 30, 2024, an increase of $1.9 million, or 9.7%. This increase was primarily attributable to higher same club sales and new clubs opened since July 1, 2024.

Corporate-owned clubs segment revenue was $137.8 million for the three months ended September 30, 2025, compared to $128.1 million for the three months ended September 30, 2024, an increase of $9.7 million, or 7.6%. This increase was primarily attributable to $5.3 million from the corporate-owned clubs included in the same club sales base, of which $4.4 million was attributable to a same club sales increase of 6.0%. Additionally, $4.4 million was from new clubs opened since July 1, 2024 before moving into the same club sales base.

Equipment segment revenue was $78.8 million for the three months ended September 30, 2025, compared to $61.7 million for the three months ended September 30, 2024, an increase of $17.1 million, or 27.8%. This increase was primarily attributable to $12.3 million of higher revenue from equipment sales to existing franchisee-owned clubs and $4.8 million of higher revenue from equipment sales to new franchisee-owned clubs. In the three months ended September 30, 2025, we had equipment sales to 27 new franchisee-owned clubs compared to 15 in the same period last year.

Cost of revenue

Cost of revenue, which primarily relates to our equipment segment, was $58.2 million for the three months ended September 30, 2025, compared to $45.7 million for the three months ended September 30, 2024, an increase of $12.5 million, or 27.3%. This increase was primarily attributable to higher equipment sales to existing and new franchisee-owned clubs, as described above.

Club operations

Club operations expense, which relates to our corporate-owned clubs segment, was $79.8 million for the three months ended September 30, 2025, compared to $71.6 million for the three months ended September 30, 2024, an increase of $8.2 million, or 11.4%. This increase was primarily attributable to $3.4 million from clubs included in our same club sales base as a result of higher payroll, marketing and rent and occupancy related expenses, $1.3 million from new clubs opened since July 1, 2024 before moving into the same club sales base, and $3.4 million from the ten clubs open and operating in Spain, of which nine clubs have been opened since July 1, 2024.

Selling, general and administrative

Selling, general and administrative expenses were $30.5 million for the three months ended September 30, 2025, compared to $32.6 million for the three months ended September 30, 2024, a decrease of $2.1 million, or 6.5%. This decrease was primarily attributable to $1.3 million lower operational expenses primarily related to the franchisee conference held in the prior year period and $1.3 million lower marketing expenses, partially offset by $0.6 million of higher payroll costs.

National advertising fund expense

National advertising fund expense was $21.4 million for the three months ended September 30, 2025, compared to $19.7 million for the three months ended September 30, 2024, an increase of $1.7 million, or 8.7%. This increase was primarily attributable to higher advertising and marketing expenditures due to higher national advertising revenue as described above.

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Depreciation and amortization

Depreciation and amortization expense was $39.1 million for the three months ended September 30, 2025, compared to $41.0 million for the three months ended September 30, 2024, a decrease of $1.9 million, or 4.7%. This decrease was primarily attributable to a decrease in amortization expense as a result of certain intangible assets becoming fully amortized during the fourth quarter of 2024, partially offset by an increase in depreciation expense primarily from new clubs opened since July 1, 2024.

Other (gains) losses, net

Other (gains) losses, net was a $5.7 million gain for the three months ended September 30, 2025, compared to a $0.3 million loss for the three months ended September 30, 2024. The gain in 2025 is primarily attributable to a $6.4 million gain on the sale of corporate-owned clubs.

Interest income

Interest income was $5.9 million for the three months ended September 30, 2025, compared to $5.6 million for the three months ended September 30, 2024, an increase of $0.3 million, or 5.8%.

Interest expense

Interest expense primarily consists of interest on long-term debt as well as the amortization of deferred financing costs.

Interest expense was $26.3 million for the three months ended September 30, 2025, compared to $26.6 million for the three months ended September 30, 2024, a decrease of $0.3 million, or 1.0%.

Other income (expense), net

Other income (expense), net was a $1.1 million income for the three months ended September 30, 2025, compared to a $0.6 million expense for the three months ended September 30, 2024. The increase in other income, net was primarily attributable to a gain on the remeasurement of our tax benefit arrangements due to changes in our effective tax rate.

Provision for income taxes

Income tax expense was $28.0 million for the three months ended September 30, 2025, compared to $16.5 million for the three months ended September 30, 2024, an increase of $11.5 million, or 69.3%. This increase is primarily attributable to our higher income before taxes in the three months ended September 30, 2025 as compared to the three months ended September 30, 2024, as well as a higher effective tax rate.

The Company’s effective tax rate was 31.9% for the three months ended September 30, 2025, compared to 27.7% in the prior year period. The increase in the effective income tax rate was primarily due to the remeasurement of deferred tax assets, the sale of our corporate-owned clubs, and an increase in the valuation allowance.

Segment results

Franchise

Franchise Segment Adjusted EBITDA was $82.4 million for the three months ended September 30, 2025, compared to $72.8 million for the three months ended September 30, 2024, an increase of $9.6 million, or 13.2%. This increase was primarily attributable to higher franchise and NAF revenue of $9.4 million and $1.9 million, respectively, as described above, partially offset by $1.7 million of higher NAF expense.

Corporate-owned clubs

Corporate-owned clubs Segment Adjusted EBITDA was $53.7 million for the three months ended September 30, 2025, compared to $50.4 million for the three months ended September 30, 2024, an increase of $3.3 million, or 6.6%. This increase was primarily attributable to $2.1 million from new clubs opened since July 1, 2024 before moving into the same club sales base, $1.4 million from the corporate-owned same clubs sales increase of 6.0% and $1.2 million of lower selling, general and administrative expenses. This increase was partially offset by $1.5 million of lower Adjusted EBITDA from the ten clubs open and operating in Spain, of which nine clubs have been opened since July 1, 2024.

Equipment

Equipment Segment Adjusted EBITDA was $23.7 million for the three months ended September 30, 2025, compared to $18.5 million for the three months ended September 30, 2024, an increase of $5.2 million, or 28.3%. This increase was primarily attributable to higher equipment sales to new and existing franchisee-owned clubs, as described above.

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Comparison of the nine months ended September 30, 2025 and nine months ended September 30, 2024

The following table sets forth a comparison of our condensed consolidated statements of operations in dollars and as a percentage of total revenue:


	Nine Months Ended September 30,
	2025				2024
(in thousands)	Amount		% of Total Revenues		Amount		% of Total Revenues
Revenue:
Franchise	$	282,362	29.8	%	$	254,783	30.3	%
National advertising fund revenue	66,151		7.0	%	59,442		7.1	%
Franchise segment	348,513		36.8	%	314,225		37.4	%
Corporate-owned clubs	410,491		43.3	%	375,976		44.7	%
Equipment	188,882		19.9	%	151,003		18.0	%
Total revenue	947,886		100.0	%	841,204		100.0	%
Operating costs and expenses:
Cost of revenue	140,063		14.8	%	116,628		13.9	%
Club operations	238,909		25.2	%	216,119		25.7	%
Selling, general and administrative	100,343		10.6	%	93,453		11.1	%
National advertising fund expense	66,150		7.0	%	59,624		7.1	%
Depreciation and amortization	115,818		12.2	%	120,230		14.3	%
Other (gains) losses, net	(2,069)		(0.2)	%	698		0.1	%
Total operating costs and expenses	659,214		69.5	%	606,752		72.1	%
Income from operations	288,672		30.5	%	234,452		27.9	%
Other income (expense), net:
Interest income	17,438		1.8	%	16,687		2.0	%
Interest expense	(78,720)		(8.3)	%	(72,569)		(8.6)	%
Other income, net	3,292		0.3	%	1,132		0.1	%
Total other expense, net	(57,990)		(6.1)	%	(54,750)		(6.5)	%
Income before income taxes	230,682		24.3	%	179,702		21.4	%
Provision for income taxes	69,120		7.3	%	49,824		5.9	%
Losses from equity-method investments, net of tax	(2,005)		(0.2)	%	(3,198)		(0.4)	%
Net income	159,557		16.8	%	126,680		15.1	%
Less net income attributable to non-controlling interests	842		0.1	%	1,722		0.2	%
Net income attributable to Planet Fitness, Inc.	$	158,715	16.8	%	$	124,958	14.9	%

Revenue

Total revenue was $947.9 million for the nine months ended September 30, 2025, compared to $841.2 million for nine months ended September 30, 2024, an increase of $106.7 million, or 12.7%.

Franchise segment revenue was $348.5 million for the nine months ended September 30, 2025, compared to $314.2 million for nine months ended September 30, 2024, an increase of $34.3 million, or 10.9%.

Franchise revenue was $282.4 million for the nine months ended September 30, 2025, compared to $254.8 million for the nine months ended September 30, 2024, an increase of $27.6 million, or 10.8%. Included in franchise revenue are the following:


	Nine Months Ended September 30,
(in thousands)	2025		2024		$ Change		% Change
Royalty revenue	$	236,780	$	215,315	$	21,465	10.0	%
Franchise and other fees	31,509		25,611		5,898		23.0	%
Placement revenue	13,827		11,780		2,047		17.4	%
HVAC revenue	246		2,077		(1,831)		(88.2)	%
Total franchise revenue	$	282,362

Planet Fitness, Inc. 10-Q