Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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Six Flags Entertainment Corp. (Name of Issuer) |
Common Stock, par value $0.01 per share (Title of Class of Securities) |
83001C108 (CUSIP Number) |
Joshua Korff, P.C. 601 Lexington Avenue, New York, NY, 10022 (212) 446-4800 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
04/03/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 83001C108 |
| 1 |
Name of reporting person
Rehan Jaffer | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
5,000,000.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
4.98 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
The percent of class is calculated based on 100,365,503 shares of common stock, par value $0.01 per share (the "Common Stock") of the Issuer outstanding as of February 21, 2025, as reported in the Issuer's Form 10-K filed with the Securities and Exchange Commission (the "SEC") on March 3, 2025 (the "Issuer's 10-K").
SCHEDULE 13D
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| CUSIP No. | 83001C108 |
| 1 |
Name of reporting person
H Partners Management, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
5,000,000.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
4.98 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
The percent of class is calculated based on 100,365,503 shares of Common Stock of the Issuer outstanding as of February 21, 2025, as reported in the Issuer's 10-K.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.01 per share | |
| (b) | Name of Issuer:
Six Flags Entertainment Corp. | |
| (c) | Address of Issuer's Principal Executive Offices:
8701 Red Oak Blvd., Charlotte,
NORTH CAROLINA
, 28217. | |
Item 1 Comment:
This Amendment No. 1 to Schedule 13D amends and supplements the statement on Schedule 13D originally filed with the SEC on July 3, 2024. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a) of the Schedule 13D is hereby amended and restated as follows:The information contained in rows 11 and 13 of the cover pages of this Schedule 13D is hereby incorporated by reference. | |
| (b) | Item 5(b) of the Schedule 13D is hereby amended and restated as follows:The information contained in rows 7-10 of the cover pages of this Schedule 13D is hereby incorporated by reference. | |
| (c) | Item 5(c) of the Schedule 13D is hereby amended and restated as follows: Within the prior sixty days, the Reporting Persons have effected trades with respect to Common Stock as set forth on Exhibit 99.2. | |
| (e) | Item 5(e) of the Schedule 13D is hereby amended and restated as follows:As of April 11, 2025, the Reporting Persons ceased to beneficially own more than five percent of the outstanding shares of Common Stock. | |
| Item 7. | Material to be Filed as Exhibits. | |
Exhibit 99.1 Joint Filing Agreement, by and among H Partners Management, LLC, and Rehan Jaffer, dated as of July 1, 2024, incorporated by reference to the Schedule 13D.Exhibit 99.2 Trade Data | ||
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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