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XPOF

Xponential Fitness, Inc.

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6109
SEC CIK
0001802156
Parsed reports
190

Last 12 months

Inside the activity.

21 purchase rows · 0 sale rows

Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.
Monthly counts
MonthPurchasesSales
Nov 202500
Dec 202500
Jan 202600
Feb 202600
Mar 202600
Apr 202600
May 2026210
Jun 202600
Jul 202600
Aug 202600
Sep 202600
Oct 202600

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateOwner / reported roleActivity / securityShares / unitsReported priceReported valueDetails
February 17, 2023 Filed Feb 17, 2023 19:53 UTC
Grabowski MarkDirector · 10% owner
MGAG LLC10% owner
Exercise / conversionClass A Common Stock 390,675 $0.00 $0.00
Disclosure

SEC source: 0000929638-23-000668 · form4.xml · nonDerivative · entry 3

Grabowski Mark · CIK 0001870551 · Director · 10% owner

H&W Investco II LP · CIK 0001874117 · 10% owner

H&W INVESTCO LP · CIK 0001745895 · 10% owner

MGAG LLC · CIK 0001874145 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · H&W Investco LP

Disclosed balance after: 390,675

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · shares: On February 17, 2023, H&W Investco LP redeemed 390,675 LLC Units, together with the cancellation of 390,675 shares of Class B Common Stock, for 390,675 shares of Class A Common Stock.

F2 · ownership.nature: MGAG LLC is the general partner of H&W Investco LP and H&W Investco II LP. Mr. Grabowski is the sole manager of MGAG LLC and, through a wholly owned disregarded entity, the controlling member of MGAG LLC.

Read SEC document
February 17, 2023 Filed Feb 17, 2023 19:53 UTC
Grabowski MarkDirector · 10% owner
MGAG LLC10% owner
Disposition to issuerClass B Common Stock 390,675 $0.00 $0.00
Disclosure

SEC source: 0000929638-23-000668 · form4.xml · nonDerivative · entry 2

Grabowski Mark · CIK 0001870551 · Director · 10% owner

H&W Investco II LP · CIK 0001874117 · 10% owner

H&W INVESTCO LP · CIK 0001745895 · 10% owner

MGAG LLC · CIK 0001874145 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · H&W Investco LP

Disclosed balance after: 7,453,744

F3 · shares: On February 17, 2023, H&W Investco LP redeemed 390,675 LLC Units, together with the cancellation of 390,675 shares of Class B Common Stock, for 390,675 shares of Class A Common Stock.

F2 · ownership.nature: MGAG LLC is the general partner of H&W Investco LP and H&W Investco II LP. Mr. Grabowski is the sole manager of MGAG LLC and, through a wholly owned disregarded entity, the controlling member of MGAG LLC.

Read SEC document
February 17, 2023 Filed Feb 17, 2023 19:53 UTC
Grabowski MarkDirector · 10% owner
MGAG LLC10% owner
SaleClass A Common Stock 359,325 $24.50 $8,803,462.50
Disclosure

SEC source: 0000929638-23-000668 · form4.xml · nonDerivative · entry 1

Grabowski Mark · CIK 0001870551 · Director · 10% owner

H&W Investco II LP · CIK 0001874117 · 10% owner

H&W INVESTCO LP · CIK 0001745895 · 10% owner

MGAG LLC · CIK 0001874145 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · H&W Investco II LP

Disclosed balance after: 6,855,613

F1 · shares: On February 17, 2023, the underwriters exercised the option to purchase an additional 750,000 shares of Class A Common Stock from the Reporting Persons in the previously reported public offering at a price of $24.50 per share, or a net per share price of $23.336 after deducting $1.164 per share of underwriting discounts and commissions. The total 750,000 shares consist of (i) 359,325 shares of Class A Common Stock held by H&W Investco II LP and (ii) 390,675 shares of Class A Common Stock held by H&W Investco LP following the redemption of LLC Units and cancellation of Class B Common Stock as described and reported herein.

F2 · ownership.nature: MGAG LLC is the general partner of H&W Investco LP and H&W Investco II LP. Mr. Grabowski is the sole manager of MGAG LLC and, through a wholly owned disregarded entity, the controlling member of MGAG LLC.

Read SEC document
February 10, 2023 Filed Feb 17, 2023 19:52 UTC
Grabowski MarkDirector · 10% owner
MGAG LLC10% owner
SaleClass A Common Stock 1,916,400 $24.50 $46,951,800.00
Disclosure

SEC source: 0000929638-23-000667 · form4.xml · nonDerivative · entry 4

Grabowski Mark · CIK 0001870551 · Director · 10% owner

H&W Investco II LP · CIK 0001874117 · 10% owner

H&W INVESTCO LP · CIK 0001745895 · 10% owner

MGAG LLC · CIK 0001874145 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · H&W Investco II LP

Disclosed balance after: 7,214,938

F3 · shares: On February 10, 2023, the Reporting Persons completed an underwritten public offering pursuant to which the Reporting Persons sold an aggregate of 4,000,000 shares of Class A Common Stock at a public offering price of $24.50 per share, or a net per share price of $23.336 after deducting $1.164 per share of underwriting discounts and commissions. The total 4,000,000 shares consist of (i) 1,916,400 shares of Class A Common Stock held by H&W Investco II LP and (ii) 2,083,600 shares of Class A Common Stock held by H&W Investco LP following the redemption of LLC Units and cancellation of Class B Common Stock as described and reported herein.

F2 · ownership.nature: MGAG LLC is the general partner of H&W Investco LP and H&W Investco II LP. Mr. Grabowski is the sole manager of MGAG LLC and, through a wholly owned disregarded entity, the controlling member of MGAG LLC.

Read SEC document
February 10, 2023 Filed Feb 17, 2023 19:52 UTC
Grabowski MarkDirector · 10% owner
MGAG LLC10% owner
SaleClass A Common Stock 2,083,600 $24.50 $51,048,200.00
Disclosure

SEC source: 0000929638-23-000667 · form4.xml · nonDerivative · entry 3

Grabowski Mark · CIK 0001870551 · Director · 10% owner

H&W Investco II LP · CIK 0001874117 · 10% owner

H&W INVESTCO LP · CIK 0001745895 · 10% owner

MGAG LLC · CIK 0001874145 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · H&W Investco LP

Disclosed balance after: 0

F3 · shares: On February 10, 2023, the Reporting Persons completed an underwritten public offering pursuant to which the Reporting Persons sold an aggregate of 4,000,000 shares of Class A Common Stock at a public offering price of $24.50 per share, or a net per share price of $23.336 after deducting $1.164 per share of underwriting discounts and commissions. The total 4,000,000 shares consist of (i) 1,916,400 shares of Class A Common Stock held by H&W Investco II LP and (ii) 2,083,600 shares of Class A Common Stock held by H&W Investco LP following the redemption of LLC Units and cancellation of Class B Common Stock as described and reported herein.

F2 · ownership.nature: MGAG LLC is the general partner of H&W Investco LP and H&W Investco II LP. Mr. Grabowski is the sole manager of MGAG LLC and, through a wholly owned disregarded entity, the controlling member of MGAG LLC.

Read SEC document
February 10, 2023 Filed Feb 18, 2023 00:52 UTC
Geisler AnthonyDirector · Chief Executive Officer · 10% owner
SaleClass A Common Stock 1,000,000 $24.50 $24,500,000.00
Disclosure

SEC source: 0000929638-23-000666 · form4.xml · nonDerivative · entry 4

Geisler Anthony · CIK 0001870549 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · The Anthony Geisler Trust U/A Dated 05/17/2011

Disclosed balance after: 1,052,514

F4 · shares: On February 10, 2023, the Reporting Persons completed an underwritten public offering pursuant to which the Reporting Persons sold 1,000,000 shares of Class A Common Stock at a public offering price of $24.50 per share, or a net per share price of $23.336 after deducting $1.164 per share of underwriting discounts and commissions.

F2 · ownership.nature: 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.

Read SEC document
February 07, 2023 Filed Feb 17, 2023 19:52 UTC
Grabowski MarkDirector · 10% owner
MGAG LLC10% owner
ConversionLLC Units in Xponential Holdings LLC · Derivative 2,083,600 $0.00 $0.00
Disclosure

SEC source: 0000929638-23-000667 · form4.xml · derivative · entry 6

Grabowski Mark · CIK 0001870551 · Director · 10% owner

H&W Investco II LP · CIK 0001874117 · 10% owner

H&W INVESTCO LP · CIK 0001745895 · 10% owner

MGAG LLC · CIK 0001874145 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · H&W Investco LP

Disclosed balance after: 7,844,419

Underlying: Class A Common Stock · 2,083,600 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_price: Each LLC Unit in Xponential Holdings LLC 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.

F1 · kind: On February 7, 2023, H&W Investco LP redeemed 2,083,600 LLC Units, together with the cancellation of 2,083,600 shares of Class B Common Stock, for 2,083,600 shares of Class A Common Stock.

F5 · derivative.exercise_date: The LLC Units are fully vested.

F6 · derivative.expiration_date: The LLC Units do not expire.

F2 · ownership.nature: MGAG LLC is the general partner of H&W Investco LP and H&W Investco II LP. Mr. Grabowski is the sole manager of MGAG LLC and, through a wholly owned disregarded entity, the controlling member of MGAG LLC.

Read SEC document
February 07, 2023 Filed Feb 17, 2023 19:52 UTC
Grabowski MarkDirector · 10% owner
MGAG LLC10% owner
Exercise / conversionClass A Common Stock 2,083,600 $0.00 $0.00
Disclosure

SEC source: 0000929638-23-000667 · form4.xml · nonDerivative · entry 2

Grabowski Mark · CIK 0001870551 · Director · 10% owner

H&W Investco II LP · CIK 0001874117 · 10% owner

H&W INVESTCO LP · CIK 0001745895 · 10% owner

MGAG LLC · CIK 0001874145 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · H&W Investco LP

Disclosed balance after: 2,083,600

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · shares: On February 7, 2023, H&W Investco LP redeemed 2,083,600 LLC Units, together with the cancellation of 2,083,600 shares of Class B Common Stock, for 2,083,600 shares of Class A Common Stock.

F2 · ownership.nature: MGAG LLC is the general partner of H&W Investco LP and H&W Investco II LP. Mr. Grabowski is the sole manager of MGAG LLC and, through a wholly owned disregarded entity, the controlling member of MGAG LLC.

Read SEC document
February 07, 2023 Filed Feb 17, 2023 19:52 UTC
Grabowski MarkDirector · 10% owner
MGAG LLC10% owner
Disposition to issuerClass B Common Stock 2,083,600 $0.00 $0.00
Disclosure

SEC source: 0000929638-23-000667 · form4.xml · nonDerivative · entry 1

Grabowski Mark · CIK 0001870551 · Director · 10% owner

H&W Investco II LP · CIK 0001874117 · 10% owner

H&W INVESTCO LP · CIK 0001745895 · 10% owner

MGAG LLC · CIK 0001874145 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · H&W Investco LP

Disclosed balance after: 7,844,419

F1 · shares: On February 7, 2023, H&W Investco LP redeemed 2,083,600 LLC Units, together with the cancellation of 2,083,600 shares of Class B Common Stock, for 2,083,600 shares of Class A Common Stock.

F2 · ownership.nature: MGAG LLC is the general partner of H&W Investco LP and H&W Investco II LP. Mr. Grabowski is the sole manager of MGAG LLC and, through a wholly owned disregarded entity, the controlling member of MGAG LLC.

Read SEC document
February 07, 2023 Filed Feb 18, 2023 00:52 UTC
Geisler AnthonyDirector · Chief Executive Officer · 10% owner
ConversionLLC Units in Xponential Holdings LLC · Derivative 1,000,000 Not disclosed Not disclosed
Disclosure

SEC source: 0000929638-23-000666 · form4.xml · derivative · entry 9

Geisler Anthony · CIK 0001870549 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · The Anthony Geisler Trust U/A Dated 05/17/2011

Disclosed balance after: 24,175

Underlying: Class A Common Stock · 1,000,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · derivative.exercise_price: 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.

F3 · shares: On February 7, 2023, the Anthony Geisler Trust U/A Dated 05/17/2011 redeemed 1,000,000 LLC Units, together with the cancellation of 1,000,000 shares of Class B Common Stock, for 1,000,000 shares of Class A Common Stock.

F6 · price: 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.

F7 · derivative.exercise_date: All LLC Units are vested and redeemable into shares of Class A common stock.

F8 · derivative.expiration_date: The LLC Units do not expire.

F2 · ownership.nature: 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.

Read SEC document
February 07, 2023 Filed Feb 18, 2023 00:52 UTC
Geisler AnthonyDirector · Chief Executive Officer · 10% owner
Exercise / conversionClass A Common Stock 1,000,000 $0.00 $0.00
Disclosure

SEC source: 0000929638-23-000666 · form4.xml · nonDerivative · entry 3

Geisler Anthony · CIK 0001870549 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · The Anthony Geisler Trust U/A Dated 05/17/2011

Disclosed balance after: 2,052,514

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · shares: On February 7, 2023, the Anthony Geisler Trust U/A Dated 05/17/2011 redeemed 1,000,000 LLC Units, together with the cancellation of 1,000,000 shares of Class B Common Stock, for 1,000,000 shares of Class A Common Stock.

F2 · ownership.nature: 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.

Read SEC document
February 07, 2023 Filed Feb 18, 2023 00:52 UTC
Geisler AnthonyDirector · Chief Executive Officer · 10% owner
Disposition to issuerClass B Common Stock 1,000,000 $0.00 $0.00
Disclosure

SEC source: 0000929638-23-000666 · form4.xml · nonDerivative · entry 2

Geisler Anthony · CIK 0001870549 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · The Anthony Geisler Trust U/A Dated 05/17/2011

Disclosed balance after: 24,175

F3 · shares: On February 7, 2023, the Anthony Geisler Trust U/A Dated 05/17/2011 redeemed 1,000,000 LLC Units, together with the cancellation of 1,000,000 shares of Class B Common Stock, for 1,000,000 shares of Class A Common Stock.

F2 · ownership.nature: 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.

Read SEC document
January 26, 2023 Filed Feb 27, 2023 21:18 UTC
Luna SarahPresident
Tax withholdingClass A Common Stock 10,958 $25.49 $279,319.42
Disclosure

SEC source: 0000929638-23-000701 · form4.xml · nonDerivative · entry 2

Luna Sarah · CIK 0001870986 · President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 289,248

F2 · shares: Shares were withheld to satisfy tax withholding obligations in connection with the release of shares subject to vesting.

Read SEC document
January 26, 2023 Filed Feb 28, 2023 02:17 UTC
Junk RyanChief Operating Officer
Tax withholdingClass A Common Stock 1,719 $25.49 $43,817.31
Disclosure

SEC source: 0000929638-23-000700 · form4.xml · nonDerivative · entry 2

Junk Ryan · CIK 0001870566 · Chief Operating Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · By Spouse

Disclosed balance after: 20,991

F1 · shares: Shares were withheld to satisfy tax withholding obligations in connection with the release of shares subject to vesting.

Read SEC document
January 26, 2023 Filed Feb 28, 2023 02:17 UTC
Junk RyanChief Operating Officer
Tax withholdingClass A Common Stock 10,848 $25.49 $276,515.52
Disclosure

SEC source: 0000929638-23-000700 · form4.xml · nonDerivative · entry 1

Junk Ryan · CIK 0001870566 · Chief Operating Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 255,997

F1 · shares: Shares were withheld to satisfy tax withholding obligations in connection with the release of shares subject to vesting.

Read SEC document
January 17, 2023 Filed Feb 18, 2023 00:52 UTC
Geisler AnthonyDirector · Chief Executive Officer · 10% owner
GiftLLC Units in Xponential Holdings LLC · Derivative 5,081 Not disclosed Not disclosed
Disclosure

SEC source: 0000929638-23-000666 · form4.xml · derivative · entry 8

Geisler Anthony · CIK 0001870549 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · The Anthony Geisler Trust U/A Dated 05/17/2011

Disclosed balance after: 1,024,175

Underlying: Class A Common Stock · 5,081 shares

Expires not disclosed

F6 · derivative.exercise_price: 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.

F1 · shares: Reflects transfer of shares without consideration pursuant to a 10b5-1 gift plan.

F6 · price: 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.

F7 · derivative.exercise_date: All LLC Units are vested and redeemable into shares of Class A common stock.

F8 · derivative.expiration_date: The LLC Units do not expire.

F2 · ownership.nature: 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.

Read SEC document
January 17, 2023 Filed Feb 18, 2023 00:52 UTC
Geisler AnthonyDirector · Chief Executive Officer · 10% owner
GiftClass B Common Stock 5,081 $0.00 $0.00
Disclosure

SEC source: 0000929638-23-000666 · form4.xml · nonDerivative · entry 1

Geisler Anthony · CIK 0001870549 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · The Anthony Geisler Trust U/A Dated 05/17/2011

Disclosed balance after: 1,024,175

F1 · shares: Reflects transfer of shares without consideration pursuant to a 10b5-1 gift plan.

F2 · ownership.nature: 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.

Read SEC document
January 09, 2023 Filed Jan 10, 2023 21:06 UTC
Moen MeganEVP, Finance
SaleClass A Common Stock 6,974 $26.30 $183,389.70
Disclosure

SEC source: 0001567619-23-000762 · doc1.xml · nonDerivative · entry 3

Moen Megan · CIK 0001870992 · EVP, Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 24,159

F1 · shares: The sale was made pursuant to a 10b5-1 plan previously adopted by the reporting person.

F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.05 to $26.65, 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.

Read SEC document
January 09, 2023 Filed Jan 10, 2023 21:06 UTC
Moen MeganEVP, Finance
SaleClass A Common Stock 5,402 $25.42 $137,336.13
Disclosure

SEC source: 0001567619-23-000762 · doc1.xml · nonDerivative · entry 2

Moen Megan · CIK 0001870992 · EVP, Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,133

F1 · shares: The sale was made pursuant to a 10b5-1 plan previously adopted by the reporting person.

F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.00 to $25.96, 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.

Read SEC document
January 06, 2023 Filed Jan 10, 2023 21:06 UTC
Moen MeganEVP, Finance
SaleClass A Common Stock 124 $25.00 $3,100.00
Disclosure

SEC source: 0001567619-23-000762 · doc1.xml · nonDerivative · entry 1

Moen Megan · CIK 0001870992 · EVP, Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 36,535

F1 · shares: The sale was made pursuant to a 10b5-1 plan previously adopted by the reporting person.

Read SEC document
January 03, 2023 Filed Jan 6, 2023 01:48 UTC
Geisler AnthonyDirector · Chief Executive Officer · 10% owner
ConversionLLC Units in Xponential Holdings LLC · Derivative 1,000,000 Not disclosed Not disclosed
Disclosure

SEC source: 0001567619-23-000572 · doc1.xml · derivative · entry 9

Geisler Anthony · CIK 0001870549 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · The Anthony Geisler Trust U/A Dated 05/17/2011

Disclosed balance after: 1,029,256

Underlying: Class A Common Stock · 1,000,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_price: 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.

F1 · kind: The Reporting Person elected to redeem his LLC Units for shares of Class A common stock pursuant to the terms of the LLC Agreement.

F1 · shares: The Reporting Person elected to redeem his LLC Units for shares of Class A common stock pursuant to the terms of the LLC Agreement.

F4 · price: 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.

F5 · derivative.exercise_date: All LLC Units are vested and redeemable into shares of Class A common stock.

F6 · derivative.expiration_date: The LLC Units do not expire.

F3 · ownership.nature: 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.

Read SEC document
January 03, 2023 Filed Jan 6, 2023 01:48 UTC
Geisler AnthonyDirector · Chief Executive Officer · 10% owner
Exercise / conversionClass A Common Stock 1,000,000 $0.00 $0.00
Disclosure

SEC source: 0001567619-23-000572 · doc1.xml · nonDerivative · entry 4

Geisler Anthony · CIK 0001870549 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · The Anthony Geisler Trust U/A Dated 05/17/2011

Disclosed balance after: 1,052,514

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · shares: The Reporting Person elected to redeem his LLC Units for shares of Class A common stock pursuant to the terms of the LLC Agreement.

F3 · ownership.nature: 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.

Read SEC document
January 03, 2023 Filed Jan 6, 2023 01:48 UTC
Geisler AnthonyDirector · Chief Executive Officer · 10% owner
Disposition to issuerClass B Common Stock 1,000,000 $0.00 $0.00
Disclosure

SEC source: 0001567619-23-000572 · doc1.xml · nonDerivative · entry 3

Geisler Anthony · CIK 0001870549 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · The Anthony Geisler Trust U/A Dated 05/17/2011

Disclosed balance after: 1,029,256

F1 · shares: The Reporting Person elected to redeem his LLC Units for shares of Class A common stock pursuant to the terms of the LLC Agreement.

F3 · ownership.nature: 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.

Read SEC document
November 23, 2022 Filed Jan 6, 2023 01:48 UTC
Geisler AnthonyDirector · Chief Executive Officer · 10% owner
GiftLLC Units in Xponential Holdings LLC · Derivative 2,029,256 Not disclosed Not disclosed
Disclosure

SEC source: 0001567619-23-000572 · doc1.xml · derivative · entry 8

Geisler Anthony · CIK 0001870549 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · The Anthony Geisler Trust U/A Dated 05/17/2011

Disclosed balance after: 2,029,256

Underlying: Class A Common Stock · 2,029,256 shares

Expires not disclosed

F4 · derivative.exercise_price: 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.

F7 · kind: Reflects transfer of shares without consideration from Mr. Geisler to his family trust for which Mr. Geisler is the trustee.

F4 · price: 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.

F5 · derivative.exercise_date: All LLC Units are vested and redeemable into shares of Class A common stock.

F6 · derivative.expiration_date: The LLC Units do not expire.

F3 · ownership.nature: 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.

Read SEC document
November 23, 2022 Filed Jan 6, 2023 01:48 UTC
Geisler AnthonyDirector · Chief Executive Officer · 10% owner
GiftLLC Units in Xponential Holdings LLC · Derivative 2,029,256 Not disclosed Not disclosed
Disclosure

SEC source: 0001567619-23-000572 · doc1.xml · derivative · entry 7

Geisler Anthony · CIK 0001870549 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 2,029,256 shares

Expires not disclosed

F4 · derivative.exercise_price: 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.

F7 · kind: Reflects transfer of shares without consideration from Mr. Geisler to his family trust for which Mr. Geisler is the trustee.

F4 · price: 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.

F5 · derivative.exercise_date: All LLC Units are vested and redeemable into shares of Class A common stock.

F6 · derivative.expiration_date: The LLC Units do not expire.

Read SEC document
November 17, 2022 Filed Nov 22, 2022 01:03 UTC
Moen MeganEVP, Finance
SaleClass A Common Stock 4,633 $22.17 $102,712.68
Disclosure

SEC source: 0001567619-22-020722 · doc1.xml · nonDerivative · entry 1

Moen Megan · CIK 0001870992 · EVP, Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 36,659

F1 · shares: The sale was made pursuant to a 10b5-1 plan previously adopted by the reporting person.

F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.02 to $22.56, 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.

Read SEC document
November 15, 2022 Filed Nov 16, 2022 01:02 UTC
Moen MeganEVP, Finance
SaleClass A Common Stock 6,567 $22.03 $144,690.71
Disclosure

SEC source: 0001567619-22-020427 · doc1.xml · nonDerivative · entry 5

Moen Megan · CIK 0001870992 · EVP, Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 41,292

F1 · shares: The sale was made pursuant to a 10b5-1 plan previously adopted by the reporting person.

F6 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.00 to $22.16, 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.

Read SEC document
November 14, 2022 Filed Nov 16, 2022 01:02 UTC
Moen MeganEVP, Finance
SaleClass A Common Stock 166 $21.20 $3,518.52
Disclosure

SEC source: 0001567619-22-020427 · doc1.xml · nonDerivative · entry 4

Moen Megan · CIK 0001870992 · EVP, Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 47,859

F1 · shares: The sale was made pursuant to a 10b5-1 plan previously adopted by the reporting person.

F5 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices $22.18 and $22.22. 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 set forth in this footnote to this Form 4.

Read SEC document
November 14, 2022 Filed Nov 16, 2022 01:02 UTC
Moen MeganEVP, Finance
SaleClass A Common Stock 5,849 $21.77 $127,312.84
Disclosure

SEC source: 0001567619-22-020427 · doc1.xml · nonDerivative · entry 3

Moen Megan · CIK 0001870992 · EVP, Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,025

F1 · shares: The sale was made pursuant to a 10b5-1 plan previously adopted by the reporting person.

F4 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.17 to $22.13, 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.

Read SEC document
November 11, 2022 Filed Nov 16, 2022 01:02 UTC
Moen MeganEVP, Finance
SaleClass A Common Stock 195 $22.04 $4,297.00
Disclosure

SEC source: 0001567619-22-020427 · doc1.xml · nonDerivative · entry 2

Moen Megan · CIK 0001870992 · EVP, Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 53,874

F1 · shares: The sale was made pursuant to a 10b5-1 plan previously adopted by the reporting person.

F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.00 to $22.50, 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.

Read SEC document
November 11, 2022 Filed Nov 16, 2022 01:02 UTC
Moen MeganEVP, Finance
SaleClass A Common Stock 5,090 $21.26 $108,213.91
Disclosure

SEC source: 0001567619-22-020427 · doc1.xml · nonDerivative · entry 1

Moen Megan · CIK 0001870992 · EVP, Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 54,069

F1 · shares: The sale was made pursuant to a 10b5-1 plan previously adopted by the reporting person.

F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.00 to $21.91, 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.

Read SEC document
October 25, 2022 Filed Feb 27, 2023 21:18 UTC
Luna SarahPresident
OtherClass B Common Stock 1,778 $0.00 $0.18
Disclosure

SEC source: 0000929638-23-000701 · form4.xml · nonDerivative · entry 1

Luna Sarah · CIK 0001870986 · President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 57,371

F1 · kind: Upon the vesting of each LLC unit in Xponential Holdings LLC ("LLC Unit"), Xponential Fitness, Inc. (the "Company") issues to the holder a share of Class B Common Stock.

Read SEC document
October 04, 2022 Filed Oct 6, 2022 23:50 UTC
Moen MeganEVP, Finance
SaleClass A Common Stock 10,000 $20.09 $200,900.00
Disclosure

SEC source: 0001567619-22-018331 · doc1.xml · nonDerivative · entry 1

Moen Megan · CIK 0001870992 · EVP, Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 59,159

F1 · shares: The sale was made pursuant to a 10b5-1 plan previously adopted by the reporting person.

F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.00 to $20.41, 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.

Read SEC document
September 29, 2022 Filed Jan 6, 2023 01:48 UTC
Geisler AnthonyDirector · Chief Executive Officer · 10% owner
GiftClass A Common Stock 34,013 $0.00 $0.00
Disclosure

SEC source: 0001567619-23-000572 · doc1.xml · nonDerivative · entry 2

Geisler Anthony · CIK 0001870549 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · The Anthony Geisler Trust U/A Dated 05/17/2011

Disclosed balance after: 52,514

F7 · kind: Reflects transfer of shares without consideration from Mr. Geisler to his family trust for which Mr. Geisler is the trustee.

F3 · ownership.nature: 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.

Read SEC document
September 29, 2022 Filed Jan 6, 2023 01:48 UTC
Geisler AnthonyDirector · Chief Executive Officer · 10% owner
GiftClass A Common Stock 34,013 $0.00 $0.00
Disclosure

SEC source: 0001567619-23-000572 · doc1.xml · nonDerivative · entry 1

Geisler Anthony · CIK 0001870549 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 356,138

F7 · kind: Reflects transfer of shares without consideration from Mr. Geisler to his family trust for which Mr. Geisler is the trustee.

Read SEC document
August 25, 2022 Filed Aug 29, 2022 20:03 UTC
Moen MeganEVP, Finance
ConversionLLC Units in Xponential Holdings LLC · Derivative 45,000 $0.00 $0.00
Disclosure

SEC source: 0001567619-22-016773 · doc1.xml · derivative · entry 3

Moen Megan · CIK 0001870992 · EVP, Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 169,511

Underlying: Class A Common Stock · 45,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_price: 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.

F1 · kind: The Reporting Person elected to redeem her LLC Units for shares of Class A common stock pursuant to the terms of the LLC Agreement.

F1 · shares: The Reporting Person elected to redeem her LLC Units for shares of Class A common stock pursuant to the terms of the LLC Agreement.

F3 · derivative.exercise_date: All LLC Units are vested and redeemable into shares of Class A common stock.

F4 · derivative.expiration_date: The LLC Units do not expire.

Read SEC document
August 25, 2022 Filed Aug 29, 2022 20:03 UTC
Moen MeganEVP, Finance
Exercise / conversionClass A Common Stock 45,000 $0.00 $0.00
Disclosure

SEC source: 0001567619-22-016773 · doc1.xml · nonDerivative · entry 2

Moen Megan · CIK 0001870992 · EVP, Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 69,159

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · shares: The Reporting Person elected to redeem her LLC Units for shares of Class A common stock pursuant to the terms of the LLC Agreement.

Read SEC document
August 25, 2022 Filed Aug 29, 2022 20:03 UTC
Moen MeganEVP, Finance
Disposition to issuerClass B Common Stock 45,000 $0.00 $0.00
Disclosure

SEC source: 0001567619-22-016773 · doc1.xml · nonDerivative · entry 1

Moen Megan · CIK 0001870992 · EVP, Finance

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 169,511

F1 · shares: The Reporting Person elected to redeem her LLC Units for shares of Class A common stock pursuant to the terms of the LLC Agreement.

Read SEC document
August 11, 2022 Filed Aug 15, 2022 16:01 UTC
Luna SarahPresident
Tax withholdingClass A Common Stock 16,251 $16.29 $264,728.79
Disclosure

SEC source: 0001567619-22-016188 · doc1.xml · nonDerivative · entry 1

Luna Sarah · CIK 0001870986 · President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 300,206

F1 · shares: Shares were withheld to satisfy tax withholding obligations in connection with the release of shares subject to vesting.

Read SEC document
August 11, 2022 Filed Aug 15, 2022 20:00 UTC
Junk RyanChief Operating Officer
Tax withholdingClass A Common Stock 16,077 $16.29 $261,894.33
Disclosure

SEC source: 0001567619-22-016186 · doc1.xml · nonDerivative · entry 1

Junk Ryan · CIK 0001870566 · Chief Operating Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 266,845

F1 · shares: Shares were withheld to satisfy tax withholding obligations in connection with the release of shares subject to vesting.

Read SEC document
August 11, 2022 Filed Sep 30, 2022 20:12 UTC
Junk RyanChief Operating Officer
Tax withholdingClass A Common Stock 2,215 $16.29 $36,082.35
Disclosure

SEC source: 0001567619-22-017986 · doc1.xml · nonDerivative · entry 3

Junk Ryan · CIK 0001870566 · Chief Operating Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · By Spouse

Disclosed balance after: 22,710

F2 · shares: Shares were withheld to satisfy tax withholding obligations in connection with the release of shares subject to vesting.

Read SEC document
August 08, 2022 Filed Aug 10, 2022 20:05 UTC
Clarke JairDirector
GrantClass A Common Stock 4,907 $0.00 $0.00
Disclosure

SEC source: 0001567619-22-015473 · doc1.xml · nonDerivative · entry 1

Clarke Jair · CIK 0001939502 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,907

F1 · shares: Represents the Issuer's Class A common stock subject to restricted stock units (RSUs) award granted to the Reporting Person for services on the Issuer's board of directors. All shares subject to the RSUs will vest, subject to continued service, on the first anniversary date of the Issuer's 2022 Annual Meeting of Stockholders.

Read SEC document
August 06, 2022 Filed Sep 30, 2022 20:12 UTC
Junk RyanChief Operating Officer
OtherClass B Common Stock 3,284 $0.00 $0.33
Disclosure

SEC source: 0001567619-22-017986 · doc1.xml · nonDerivative · entry 8

Junk Ryan · CIK 0001870566 · Chief Operating Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · By Spouse

Disclosed balance after: 26,274

F3 · kind: Upon the vesting of each LLC unit in Xponential Holdings LLC ("LLC Unit"), Xponential Fitness, Inc. (the "Company") issues to the holder a share of Class B Common Stock.

Read SEC document
July 02, 2022 Filed Sep 30, 2022 16:10 UTC
Meloun John PChief Financial Officer
OtherClass B Common Stock 23,238 $0.00 $2.32
Disclosure

SEC source: 0001567619-22-017984 · doc1.xml · nonDerivative · entry 3

Meloun John P · CIK 0001690105 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 185,904

F1 · kind: Upon the vesting of each LLC unit in Xponential Holdings LLC ("LLC Unit"), Xponential Fitness, Inc. (the "Company") issues to the holder a share of Class B Common Stock.

Read SEC document
May 11, 2022 Filed May 13, 2022 23:43 UTC GrantClass A Common Stock 4,350 $0.00 $0.00
Disclosure

SEC source: 0001567619-22-010595 · doc1.xml · nonDerivative · entry 1

Morris Brenda I · CIK 0001323610 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 23,093

F1 · shares: Represents the Issuer's Class A common stock subject to restricted stock units (RSUs) award granted to the Reporting Person for services on the Issuer's board of directors. All shares subject to the RSUs will vest, subject to continued service, on the first anniversary date of the Issuer's 2022 Annual Meeting of Stockholders.

Read SEC document
May 11, 2022 Filed May 13, 2022 23:45 UTC GrantClass A Common Stock 4,350 $0.00 $0.00
Disclosure

SEC source: 0001567619-22-010596 · doc1.xml · nonDerivative · entry 1

GRAYSON CHELSEA A · CIK 0001628264 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 8,985

F1 · shares: Represents the Issuer's Class A common stock subject to restricted stock units (RSUs) award granted to the Reporting Person for services on the Issuer's board of directors. All shares subject to the RSUs will vest, subject to continued service, on the first anniversary date of the Issuer's 2022 Annual Meeting of Stockholders.

Read SEC document
May 11, 2022 Filed May 13, 2022 19:42 UTC
Grabowski MarkDirector · 10% owner
MGAG LLC10% owner
GrantClass A Common Stock 4,350 $0.00 $0.00
Disclosure

SEC source: 0001567619-22-010594 · doc1.xml · nonDerivative · entry 1

Grabowski Mark · CIK 0001870551 · Director · 10% owner

H&W INVESTCO LP · CIK 0001745895 · 10% owner

H&W Investco II LP · CIK 0001874117 · 10% owner

MGAG LLC · CIK 0001874145 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,472

F1 · shares: Represents the Issuer's Class A common stock subject to restricted stock units (RSUs) award granted to the Reporting Person for services on the Issuer's board of directors. All shares subject to the RSUs will vest, subject to continued service, on the first anniversary date of the Issuer's 2022 Annual Meeting of Stockholders.

Read SEC document
April 13, 2022 Filed Sep 30, 2022 16:18 UTC
Luna SarahPresident
OtherClass B Common Stock 1,364 $0.00 $0.14
Disclosure

SEC source: 0001567619-22-017990 · doc1.xml · nonDerivative · entry 4

Luna Sarah · CIK 0001870986 · President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 55,593

F1 · kind: Upon the vesting of each LLC unit in Xponential Holdings LLC ("LLC Unit"), Xponential Fitness, Inc. (the "Company") issues to the holder a share of Class B Common Stock.

Read SEC document
April 11, 2022 Filed Apr 13, 2022 17:20 UTC
Grabowski MarkDirector · 10% owner
MGAG LLC10% owner
OtherLLC Units in Xponential Holdings LLC · Derivative 2,695,658 $0.00 $0.00
Disclosure

SEC source: 0001567619-22-008495 · doc1.xml · derivative · entry 6

Grabowski Mark · CIK 0001870551 · Director · 10% owner

H&W INVESTCO LP · CIK 0001745895 · 10% owner

H&W Investco II LP · CIK 0001874117 · 10% owner

MGAG LLC · CIK 0001874145 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · H&W Investco LP

Disclosed balance after: 9,928,019

Underlying: Class A Common Stock · 2,695,658 shares

Expires not disclosed

F4 · derivative.exercise_price: Each LLC unit in Xponential Holdings LLC 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. The LLC Units do not expire.

F3 · kind: On April 11, 2022, H&W Investco LP redeemed 2,695,658 LLC units, together with the cancellation of 2,695,658 shares of Class B common stock, for 2,695,658 shares of Class A common stock.

F5 · derivative.exercise_date: The LLC Units are fully vested.

F5 · derivative.expiration_date: The LLC Units are fully vested.

F2 · ownership.nature: MGAG LLC is the general partner of H&W Investco LP and H&W Investco II LP. Mr. Grabowski is the sole manager of MGAG LLC and, through a wholly owned disregarded entity, the controlling member of MGAG LLC.

Read SEC document
April 11, 2022 Filed Apr 13, 2022 17:20 UTC
Grabowski MarkDirector · 10% owner
MGAG LLC10% owner
SaleClass A Common Stock 2,695,658 $20.00 $53,913,160.00
Disclosure

SEC source: 0001567619-22-008495 · doc1.xml · nonDerivative · entry 4

Grabowski Mark · CIK 0001870551 · Director · 10% owner

H&W INVESTCO LP · CIK 0001745895 · 10% owner

H&W Investco II LP · CIK 0001874117 · 10% owner

MGAG LLC · CIK 0001874145 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · H&W Investco LP

Disclosed balance after: 0

F1 · kind: As previously disclosed in the Issuer's prospectus dated April 6, 2022, the Reporting Person completed an underwritten public offering pursuant to which the Reporting sold an aggregate of 5,175,000 shares of Class A Common Stock at a public offering price of $20 per share, or a net per share price of $18.85 after deducting $1.15 per share of underwriting discounts and commissions. The total 5,175,000 shares consists of (i) 2,479,342 shares of Class A Common Stock held by H&W Investco II LP and (ii) 2,695,658 shares of Class A Common Stock held by H&W Investco LP following the redemption of LLC units and cancellation of Class B common stock as described and reported herein.

F1 · price: As previously disclosed in the Issuer's prospectus dated April 6, 2022, the Reporting Person completed an underwritten public offering pursuant to which the Reporting sold an aggregate of 5,175,000 shares of Class A Common Stock at a public offering price of $20 per share, or a net per share price of $18.85 after deducting $1.15 per share of underwriting discounts and commissions. The total 5,175,000 shares consists of (i) 2,479,342 shares of Class A Common Stock held by H&W Investco II LP and (ii) 2,695,658 shares of Class A Common Stock held by H&W Investco LP following the redemption of LLC units and cancellation of Class B common stock as described and reported herein.

F2 · ownership.nature: MGAG LLC is the general partner of H&W Investco LP and H&W Investco II LP. Mr. Grabowski is the sole manager of MGAG LLC and, through a wholly owned disregarded entity, the controlling member of MGAG LLC.

Read SEC document

Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.