0001127602-24-009020.txt : 20240307
0001127602-24-009020.hdr.sgml : 20240307
20240307162918
ACCESSION NUMBER: 0001127602-24-009020
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240306
FILED AS OF DATE: 20240307
DATE AS OF CHANGE: 20240307
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Luna Sarah
CENTRAL INDEX KEY: 0001870986
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40638
FILM NUMBER: 24730562
MAIL ADDRESS:
STREET 1: C/O XPONENTIAL FITNESS, INC.
STREET 2: 17877 VON KARMAN AVE, SUITE 100
CITY: IRVINE
STATE: CA
ZIP: 92614
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Xponential Fitness, Inc.
CENTRAL INDEX KEY: 0001802156
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990]
ORGANIZATION NAME: 07 Trade & Services
IRS NUMBER: 844395129
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 17877 VON KARMAN AVE
STREET 2: SUITE 100
CITY: IRVINE
STATE: CA
ZIP: 92614
BUSINESS PHONE: 6507522078
MAIL ADDRESS:
STREET 1: 17877 VON KARMAN AVE
STREET 2: SUITE 100
CITY: IRVINE
STATE: CA
ZIP: 92614
4
1
form4.xml
PRIMARY DOCUMENT
X0508
4
2024-03-06
0001802156
Xponential Fitness, Inc.
XPOF
0001870986
Luna Sarah
C/O XPONENTIAL FITNESS, INC.
17877 VON KARMAN AVE, SUITE 100
IRVINE
CA
92614
1
President
0
Class A Common Stock
2024-03-06
4
S
0
15896
14.0772
D
249351
D
Class B Common Stock
58735
D
LLC Units in Xponential Holdings LLC
Class A Common Stock
58735
58735
D
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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.79 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.
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.
All LLC Units are vested and redeemable into shares of Class A common stock.
The LLC Units do not expire.
John Meloun, as Attorney-in-Fact for Sarah Luna
2024-03-07