Interactive Strength Inc. Files 8-K/A Amendment

TL;DR

Interactive Strength Inc. filed an 8-K/A with updated financials for a Feb 1st event.

AI Summary

Interactive Strength, Inc. filed an 8-K/A amendment on April 18, 2024, to provide updated financial statements and exhibits related to an event that occurred on February 1, 2024. This filing does not appear to introduce new material events but rather supplements previous disclosures.

Why It Matters

This amendment provides updated financial information, which is crucial for investors to accurately assess the company's financial health and any impacts from previously reported events.

Risk Assessment

Risk Level: low — The filing is an amendment to provide updated financial statements and exhibits, not a report of a new material event, suggesting a procedural update rather than new risk.

Key Numbers

• 001-41610 — SEC File Number (Identifies the company's filing history with the SEC.)
• 82-1432916 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Interactive Strength, Inc. (company) — Registrant
• 0000950170-24-045648 (filing_id) — Accession Number
• February 01, 2024 (date) — Earliest event reported
• April 18, 2024 (date) — Filing Date
• 1005 Congress Avenue, Suite 925, Austin, Texas 78701 (address) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common stock, $0.0001 par value per share TRNR The Nasdaq

Filing Documents

• trnr-20240201.htm (8-K/A) — 52KB
• trnr-ex23_1.htm (EX-23.1) — 3KB
• trnr-ex99_1.htm (EX-99.1) — 766KB
• trnr-ex99_2.htm (EX-99.2) — 847KB
• 0000950170-24-045648.txt ( ) — 1881KB
• trnr-20240201.xsd (EX-101.SCH) — 26KB
• trnr-20240201_htm.xml (XML) — 5KB

01 Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets. This amendment No. 1 to Form 8-K amends our Form 8-K dated February 1, 2024, originally filed with the Securities Exchange Commission ("SEC") on February 7, 2024 (the "Original Report"). We filed the Original Report to report the Asset Purchase Agreement with CLMBR, Inc and CLMBR1, LLC (the "Sellers") to purchase and acquire substantially all of the assets and assume certain liabilities of the Sellers. This Current Report on Form 8-K/A is being filed by the Company to amend the Original Report solely to provide the financial statement and financial information required by Item 9.01 of Form 8-K that were not filed with the Original Report. Except as provided herein, the disclosures contained in this Current Report on Form 8-K/A have not been updated to reflect events, results or developments that have occurred since the filing of the Original Report. This Current Report on Form 8-K/A should be read in conjunction with the Original Report, which provides a more complete description of the Merger.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (a) Financial Statements of Businesses Acquired. The consolidated balance sheets of CLMBR, Inc. and subsidiaries as of December 31, 2023 and December 31, 2022 and the related consolidated statements of net loss, changes in stockholders' deficit and cash flows for the years ended December 31, 2023 and December 31, 2022 and the report of the independent public account firm required by this Item 9.01(a) are filed as Exhibit 99.2 to this Current Report on Form 8-K/A. (b) Pro Forma Financial Information. The unaudited pro forma combined financial information required by Item 9.01(b) and the notes related thereto pursuant to Article 11 of Regulation S-X are filed as Exhibit 99.1. (d) Exhibits Exhibit No. Description 23.1 Consent of Weinberg & Company, P.A., independent registered public accounting firm of CLMBR, Inc. 99.1

Financial Statements of Business Acquired

Financial Statements of Business Acquired (i) Report of Independent Auditor (ii) Consolidated balance sheets of CLMBR Inc. and subsidiaries as of December 31, 2023 and 2022, the related consolidated statements of operations, stockholders' deficit, and cash flows for the years then ended 99.2 Pro Forma Financial Information Unaudited pro forma combined balance sheet as of December 31, 2023 and statements of operations for the year ended December 31, 2023 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Interactive Strength Inc. Date: April 18, 2024 By: /s/ Michael J. Madigan Michael J. Madigan Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) 3

View Full Filing

View this 8-K/A filing on SEC EDGAR