Mark Grabowski Amends Xponential Fitness Stake Filing

TL;DR

Grabowski updated his Xponential Fitness (XPON) filing - check for ownership changes.

AI Summary

On November 21, 2024, Mark Grabowski filed an amendment (Amendment No. 3) to Schedule 13D concerning Xponential Fitness, Inc. This filing indicates a change in beneficial ownership of the company's Class A Common Stock. Grabowski's address is listed as 781 Boston Post Rd. #1313, Madison, CT 06443.

Why It Matters

This filing signals a potential shift in control or significant investment strategy by a major shareholder in Xponential Fitness, Inc., which could impact the stock's future performance.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D often indicate significant changes in a major shareholder's position, which can lead to increased stock volatility.

Key Players & Entities

• Mark Grabowski (person) — Filing person and potential beneficial owner
• Xponential Fitness, Inc. (company) — Subject company
• 781 Boston Post Rd. #1313, Madison, CT 06443 (address) — Mark Grabowski's mailing address
• November 21, 2024 (date) — Date of event requiring filing

FAQ

From the Filing

0001193125-24-263778.txt : 20241122 0001193125-24-263778.hdr.sgml : 20241122 20241122065354 ACCESSION NUMBER: 0001193125-24-263778 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20241122 DATE AS OF CHANGE: 20241122 GROUP MEMBERS: H&W INVESTCO II LP GROUP MEMBERS: H&W INVESTCO LP SUBJECT COMPANY: 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 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-92735 FILM NUMBER: 241486365 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 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Grabowski Mark CENTRAL INDEX KEY: 0001870551 ORGANIZATION NAME: FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: C/O XPONENTIAL FITNESS, INC. STREET 2: 17877 VON KARMAN AVE, SUITE 100 CITY: IRVINE STATE: CA ZIP: 92614 SC 13D/A 1 d769861dsc13da.htm SC 13D/A SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* XPONENTIAL FITNESS, INC. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 98422X101 (CUSIP Number) Mark Grabowski 781 Boston Post Rd. #1313 Madison, CT 06443 Telephone: (646) 321-0134 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 21, 2024 (Date of Event Which Requires Filing of This Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because off §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐ Note : Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).  1   NAME OF REPORTING PERSONS  H&W Investco LP  2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP  (a) ☒  (b) ☐  3  SEC USE ONLY  4  SOURCE OF FUNDS  WC  5  CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)  ☐  6  CITIZENSHIP OR PLACE OF ORGANIZATION  Delaware NUMBER OF SHARES  BENEFICIALLY  OWNED BY EACH REPORTING PERSON WITH  7   SOLE VOTING POWER  0  8  SHARED VOTING POWER  6,101,697 (1)  9  SOLE DISPOSITIVE POWER  0 10  SHARED DISPOSITIVE POWER  6,101,697 (1) 11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  6,101,697 (1) 12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ☐ 13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  12.6% (2) (see Item 5 below) 14  TYPE OF REPORTING PERSON  PN (1