Anthony Geisler - Feb 23, 2023 Form 4 Insider Report for Xponential Fitness, Inc. (XPOF)

Signature
/s/ John Meloun, as Attorney-in-Fact, for Anthony Geisler
Stock symbol
XPOF
Transactions as of
Feb 23, 2023
Transactions value $
$0
Form type
4
Date filed
2/27/2023, 08:22 PM
Previous filing
Feb 17, 2023
Next filing
Mar 8, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction XPOF Class A Common Stock Award $0 +26.9K +7.56% $0.00 383K Feb 23, 2023 Direct F1
holding XPOF Class B Common Stock 24.2K Feb 23, 2023 The Anthony Geisler Trust U/A Dated 05/17/2011 F2
holding XPOF Class A Common Stock 1.05M Feb 23, 2023 The Anthony Geisler Trust U/A Dated 05/17/2011 F2
holding XPOF Class B Common Stock 7.44M Feb 23, 2023 LAG Fit, Inc. F3
holding XPOF Class A Common Stock 83.3K Feb 23, 2023 LAG Fit, Inc. F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding XPOF LLC Units in Xponential Holdings LLC 24.2K Feb 23, 2023 Class A Common Stock 24.2K The Anthony Geisler Trust U/A Dated 05/17/2011 F2, F4, F5, F6
holding XPOF LLC Units in Xponential Holdings LLC 7.44M Feb 23, 2023 Class A Common Stock 7.44M LAG Fit, Inc. F3, F4, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the Issuer's Class A common stock subject to restricted stock units (RSUs) award granted pursuant to the Issuer's equity incentive plan. The RSUs will vest, subject to continued service, 100% on May 24, 2023.
F2 Shares are owned directly by the Anthony Geisler Trust U/A Dated 05/17/2011 and indirectly by Mr. Geisler as trustee of the trust.
F3 LAG Fit, Inc. is wholly owned by Mr. Geisler. Mr. Geisler has reported sole investment and dispositive power over the shares held by LAG Fit, Inc.
F4 Any vested LLC Unit may be redeemed for, together with the cancellation of a share of Class B common stock, one share of Class A common stock or a cash payment equal to the volume weighted average market price of one share of Class A common stock for each LLC Unit redeemed.
F5 All LLC Units are vested and redeemable into shares of Class A common stock.
F6 The LLC Units do not expire.