Xponential Fitness Restates Financials

Ticker: XPOF · Form: 8-K · Filed: 2025-03-13T00:00:00.000Z

Sentiment: bearish

Topics: accounting-restatement, financial-reporting, disclosure

Related Tickers: XPOF

TL;DR

XPOF won't rely on old financials - big accounting mess incoming?

AI Summary

Xponential Fitness, Inc. announced on March 13, 2025, that it will not rely on previously issued financial statements, including any related audit reports or interim reviews. This decision impacts financial reporting for periods prior to the current announcement.

Why It Matters

This filing indicates potential accounting issues or restatements, which could affect investor confidence and the company's reported financial health.

Risk Assessment

Risk Level: high — A non-reliance on previously issued financial statements often signals significant accounting errors or restatements, creating uncertainty for investors.

Key Players & Entities

FAQ

What specific financial periods are affected by the non-reliance on previously issued financial statements?

The filing states that the company will not rely on 'previously issued financial statements,' implying all prior periods for which such statements were released are affected, though specific dates are not detailed in this initial 8-K.

What is the reason for Xponential Fitness's decision to not rely on its previous financial statements?

The filing does not provide specific reasons for the non-reliance on previously issued financial statements, only that the decision has been made.

Will Xponential Fitness be issuing restated financial statements?

While the filing indicates a non-reliance on previous statements, it does not explicitly state that restated financials will be issued, but this is a common consequence of such a declaration.

Who was involved in the decision regarding the previously issued financial statements?

The filing does not specify individuals or committees involved in the decision, only that the company (Xponential Fitness, Inc.) is making this declaration.

What is the potential impact on Xponential Fitness's stock price?

The filing itself does not predict stock price impact, but a non-reliance on financial statements typically creates uncertainty and can negatively affect stock performance.

From the Filing

0001193125-25-053936.txt : 20250313 0001193125-25-053936.hdr.sgml : 20250313 20250313162048 ACCESSION NUMBER: 0001193125-25-053936 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 15 CONFORMED PERIOD OF REPORT: 20250313 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250313 DATE AS OF CHANGE: 20250313 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: 25736083 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 d937371d8k.htm 8-K 8-K false 0001802156 0001802156 2025-03-13 2025-03-13     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): March 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 No.)   17877 Von Karman Ave. , Suite 100   Irvine , CA   92614 (Address of principal executive offices)   (Zip Code) Registrant’s telephone number, including area code: (949) 346-3000     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2, below):   ☐ 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 Exchange 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 the 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 2.02. Results of Operations and Financial Condition On March 13, 2025, Xponential Fitness, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and year ended December 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this report. The information in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Ex

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