X0206 3 2015-08-06 0 0001637207 Planet Fitness, Inc. PLNT 0001649552 Rondeau Christopher C/O PLANET FITNESS, INC. 26 FOX RUN ROAD NEWINGTON NH 03801 1 1 0 0 CEO Holding Units and Class B common stock Class A common stock 6652142 I By Trust Holding Units and Class B common stock Class A common stock 1936147 I By Trust The Common Units of Pla-Fit Holdings, LLC ("Holding Units") and shares of Class B common stock of Planet Fitness, Inc. (the "Company") reported herein were issued pursuant to a reclassification of Pla-Fit Holdings, LLC on August 5, 2015. Pursuant to the terms of the Exchange Agreement dated as of August 5, 2015 by and among the Company, Pla-Fit Holdings, LLC and the holders from time to time of Holding Units and shares of Class B common stock, the holders thereof may exchange all or a portion of their Holding Units (along with an equal number of shares of Class B common stock) for shares of Class A common stock of the Company on a one-to-one basis.The Holding Units do not expire and the holders thereof are not required to pay an exercise price in connection with exchanges. The Class B common stock provides the holder with one vote on all matters submitted to a vote of the Company's stockholders but does not entitle the holder to any of the economic rights associated with shares of the Company's Class A common stock. Represents 6,652,147 Holding Units and 6,652,147 shares of Class B common stock held by The Christopher J. Rondeau Revocable Trust of 2006, u/d/t 05/15/06. Mr. Rondeau disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Represents 1,936,163 Holding Units and 1,936,163 shares of Class B common stock held by The Christopher J. Rondeau Irrevocable GST Trust of 2012, u/d/t 11/08/12. Mr. Rondeau disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Justin Vartanian is signing on behalf of Chris Rondeau pursuant to a Power of Attorney dated July 29, 2015, which is attached hereto as an exhibit. /s/ Justin Vartanian, attorney-in-fact 2015-08-06