Filing Details
- Accession Number:
- 0000929638-23-002238
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2023-08-14 06:08:25
- Reporting Period:
- 2023-08-11
- Accepted Time:
- 2023-08-14 06:08:25
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1802156 | Xponential Fitness Inc. | XPOF | () | DE |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1745895 | H&W Investco Lp | 113 Buffalo Bay Road Madison CT 06443 | No | No | No | No | |
1870551 | Mark Grabowski | C/O Xponential Fitness, Inc., 17877 Von Karman Ave., Suite 100 Irvine CA 92614 | No | No | No | No | |
1874117 | H&W Investco Ii Lp | 113 Buffalo Bay Road Madison CT 06443 | No | No | No | No | |
1874145 | Mgag Llc | 113 Buffalo Bay Road Madison CT 06443 | No | No | No | 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 | Acquisiton | 2023-08-11 | 4,640 | $21.39 | 15,112 | No | 4 | P | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | P | Direct |
Reported Non-Derivative Holdings
Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
---|---|---|---|
Class A Common Stock | 6,855,613 | Indirect | H&W Investco II LP |
Class B Common Stock | 7,453,744 | Indirect | H&W Investco LP |
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 | 7,453,744 | 7,453,744 | Indirect |
Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
---|---|---|---|
7,453,744 | 7,453,744 | Indirect |
Footnotes
- The transactions reported on this Form 4 resulted in profits under Section 16(b) of the Securities Exchange Act of 1934, for which the Reporting Person has remitted $9,041.10 to the Issuer, the maximum amount of the profits realized in connection with the transactions.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.36 to $21.42, 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.
- 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.
- 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 are fully vested.
- The LLC Units do not expire.