Xponential Fitness Files 8-K on Agreements and Obligations
Ticker: XPOF · Form: 8-K · Filed: Dec 8, 2025 · CIK: 1802156
| Field | Detail |
|---|---|
| Company | Xponential Fitness, Inc. (XPOF) |
| Form Type | 8-K |
| Filed Date | Dec 8, 2025 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $0.0001, $525 million, $25 million, $369.2 million, $7.2 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, termination, financial-obligation
Related Tickers: XPOF
TL;DR
Xponential Fitness (XPOF) filed an 8-K on Dec 8, 2025, covering new deals, terminations, and financial obligations.
AI Summary
On December 8, 2025, Xponential Fitness, Inc. filed an 8-K detailing a material definitive agreement and the termination of a material definitive agreement. The filing also disclosed the creation of a direct financial obligation or an off-balance sheet arrangement. Additionally, it included a Regulation FD disclosure and reported on other events, along with financial statements and exhibits.
Why It Matters
This filing indicates significant corporate actions, including new agreements and potential financial commitments, which could impact the company's financial health and strategic direction.
Risk Assessment
Risk Level: medium — The filing involves material definitive agreements and financial obligations, which inherently carry risks that could affect the company's performance.
Key Players & Entities
- Xponential Fitness, Inc. (company) — Registrant
- December 8, 2025 (date) — Date of earliest event reported
FAQ
What specific material definitive agreement was entered into by Xponential Fitness, Inc. on or before December 8, 2025?
The filing indicates the entry into a material definitive agreement, but the specific details of this agreement are not provided in the summary text.
What material definitive agreement was terminated by Xponential Fitness, Inc. around December 8, 2025?
The filing states the termination of a material definitive agreement, but the nature of this terminated agreement is not specified in the provided text.
What is the nature of the direct financial obligation or off-balance sheet arrangement created by Xponential Fitness, Inc. as reported on December 8, 2025?
The filing mentions the creation of a direct financial obligation or an off-balance sheet arrangement, but the specifics of this obligation are not detailed in the provided summary.
What information was disclosed under Regulation FD by Xponential Fitness, Inc. on December 8, 2025?
The filing notes a Regulation FD Disclosure, but the content of this disclosure is not elaborated upon in the provided text.
What other events were reported by Xponential Fitness, Inc. in their December 8, 2025, 8-K filing?
The filing lists 'Other Events' as a category, but the specific events are not detailed in the provided summary.
Filing Stats: 1,597 words · 6 min read · ~5 pages · Grade level 12.7 · Accepted 2025-12-08 17:27:16
Key Financial Figures
- $0.0001 — stered Class A Common Stock, par value $0.0001 per share XPOF New York Stock Excha
- $525 million — an aggregate principal amount equal to $525 million and Revolving Commitments in an aggrega
- $25 million — nts in an aggregate principal amount of $25 million. The Closing Date Term Loans and Revolv
- $369.2 million — ng loans in the amount of approximately $369.2 million and other obligations outstanding under
- $7.2 million — rower paid an exit fee of approximately $7.2 million and a make-whole premium of approximate
- $10.4 million — d a make-whole premium of approximately $10.4 million. For a description of the material te
- $127.0 million — h holders an aggregate of approximately $127.0 million and approximately $1.4 million in accru
- $1.4 million — mately $127.0 million and approximately $1.4 million in accrued and unpaid dividends in exch
Filing Documents
- d32941d8k.htm (8-K) — 36KB
- d32941dex101.htm (EX-10.1) — 1350KB
- d32941dex991.htm (EX-99.1) — 8KB
- g32941g1208162533218.jpg (GRAPHIC) — 5KB
- 0001193125-25-311452.txt ( ) — 1841KB
- xpof-20251208.xsd (EX-101.SCH) — 3KB
- xpof-20251208_lab.xml (EX-101.LAB) — 18KB
- xpof-20251208_pre.xml (EX-101.PRE) — 11KB
- d32941d8k_htm.xml (XML) — 4KB
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. 10.1 Credit Agreement, dated as of December 8, 2025, by and among Xponential Fitness, LLC, the lenders party thereto from time to time and HPS Investment Partners, as administrative agent and collateral agent.* 99.1 Press Release dated December 8, 2025. 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within Inline XBRL document * The Company has omitted schedules and exhibits pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of the omitted schedules and exhibits to the SEC upon request. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. XPONENTIAL FITNESS, INC. Date: December 8, 2025 By: /s/ John Meloun Name: John Meloun Title: Chief Financial Officer