Xponential Fitness Reports Director Changes and Executive Compensation Updates

Ticker: XPOF · Form: 8-K · Filed: 2025-01-17T00:00:00.000Z

Sentiment: neutral

Topics: management-change, executive-compensation, board-of-directors

Related Tickers: XPOF

TL;DR

Xponential Fitness board shakeup and pay adjustments filed. Watch for new director impact.

AI Summary

Xponential Fitness, Inc. announced on January 13, 2025, changes related to its board of directors and executive compensation. Specifically, the company reported the departure of a director, the election of a new director, and adjustments to compensatory arrangements for certain officers. The filing also includes financial statements and exhibits.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Changes in directorship and executive compensation can indicate internal shifts that may affect company strategy and performance.

Key Players & Entities

FAQ

Who is the newly elected director at Xponential Fitness?

The filing indicates the election of a new director but does not name the individual in the provided text.

What specific changes were made to executive compensation arrangements?

The filing mentions adjustments to compensatory arrangements for certain officers, but the specific details of these changes are not provided in the excerpt.

When was the earliest event reported in this 8-K filing?

The earliest event reported was on January 13, 2025.

What is the primary business of Xponential Fitness, Inc. according to the SIC code?

The Standard Industrial Classification code indicates the company is in 'SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990]'.

What is the filing number for Xponential Fitness, Inc. with the SEC?

The SEC file number for Xponential Fitness, Inc. is 001-40638.

From the Filing

0001193125-25-008415.txt : 20250117 0001193125-25-008415.hdr.sgml : 20250117 20250117160555 ACCESSION NUMBER: 0001193125-25-008415 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 17 CONFORMED PERIOD OF REPORT: 20250113 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250117 DATE AS OF CHANGE: 20250117 FILER: 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-40638 FILM NUMBER: 25538700 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 8-K 1 d923759d8k.htm 8-K 8-K false 0001802156 0001802156 2025-01-13 2025-01-13     UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     FORM 8-K     CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 13, 2025     XPONENTIAL FITNESS, INC. (Exact name of registrant as specified in its charter)       Delaware   001-40638   84-4395129 (State or other jurisdiction of incorporation or organization)   (Commission File Number)   (I.R.S. Employer Identification Number) 17877 Von Karman Avenue , Suite 100 Irvine , CA 92614 (Address of principal executive offices, including Zip Code) (949) 346-3000 (Registrant’s telephone number, including area code) Not Applicable (Former name or former address, if changed since last report)     Check the appropriate box below if the Forms 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:     ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)     ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)     ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))     ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to section 12(b) of the Act:   Title of each class   Trading symbol(s)   Name of each exchange on which registered Class A Common Stock, par value $0.0001 per share   XPOF   New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  ☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act  ☐       Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment of Certain Officers Effective January 13, 2025, Xponential Fitness, Inc. (the “Company”) appointed John Kawaja, age 63, as President – North America and appointed Tim Weiderhoft, age 48, as Chief Operating Officer – North America. Most recently, Mr. Kawa

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