Filing Details

Accession Number:
0001127602-24-009014
Form Type:
4
Zero Holdings:
No
Publication Time:
2024-03-07 16:23:19
Reporting Period:
2024-03-06
Accepted Time:
2024-03-07 16:23:19
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1802156 Xponential Fitness Inc. XPOF Services-Miscellaneous Amusement & Recreation (7990) 844395129
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1870549 Anthony Geisler
C/O Xponential Fitness, Inc.
Irvine CA 92614
Chief Executive Officer Yes Yes Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Disposition 2024-03-06 32,125 $14.08 361,886 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Class A Common Stock 83,330 Indirect LAG Fit, Inc.
Class A Common Stock 371,643 Indirect The Anthony Geisler Trust U/A Dated 05/17/2011
Class B Common Stock 7,429,878 Indirect LAG Fit, Inc.
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Class A Common Stock LLC Units in Xponential Holdings LLC $0.00 7,429,878 7,429,878 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
7,429,878 7,429,878 Indirect
Footnotes
  1. The sale reported on this Form 4 represents shares sold by the reporting person to cover tax withholding obligations in connection with the award of Class A common stock subject to restricted stock units (RSUs) award granted pursuant to the Issuer's equity incentive plan. The sale was to satisfy tax withholding obligations to be funded by a "mandatory sell to cover" transaction and does not represent a discretionary transaction by the reporting person.
  2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.74 to $14.28, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.
  3. LAG Fit, Inc. is wholly owned by Mr. Geisler. Mr. Geisler has reported sole investment and dispositive power over the shares held by LAG Fit, Inc.
  4. Shares are owned directly by the Anthony Geisler Trust U/A Dated 05/17/2011 and indirectly by Mr. Geisler as trustee of the trust.
  5. Any vested LLC Unit may be redeemed for, together with the cancellation of a share of Class B common stock, one share of Class A common stock or a cash payment equal to the volume weighted average market price of one share of Class A common stock for each LLC Unit redeemed.
  6. The LLC Units are fully vested.
  7. The LLC Units do not expire.