Ryan Junk - Mar 2, 2023 Form 4 Insider Report for Xponential Fitness, Inc. (XPOF)

Role
Chief Operating Officer
Signature
/s/ John Meloun, as Attorney-in-Fact, for Ryan Junk
Stock symbol
XPOF
Transactions as of
Mar 2, 2023
Transactions value $
-$595,843
Form type
4
Date filed
3/6/2023, 07:57 PM
Previous filing
Feb 27, 2023
Next filing
Mar 10, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction XPOF Class A Common Stock Award $0 +2.39K +10.22% $0.00 25.8K Mar 2, 2023 By Spouse F1
transaction XPOF Class A Common Stock Tax liability -$20.7K -819 -3.18% $25.25 25K Mar 2, 2023 By Spouse F2
transaction XPOF Class A Common Stock Tax liability -$575K -18.9K -7.23% $30.49 242K Mar 6, 2023 Direct F2
holding XPOF Class B Common Stock 33.9K Mar 2, 2023 Direct
holding XPOF Class B Common Stock 26.3K Mar 2, 2023 By Spouse

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 33.9K Mar 2, 2023 Class A Common Stock 33.9K Direct F3, F4, F5
holding XPOF LLC Units in Xponential Holdings LLC 26.3K Mar 2, 2023 Class A Common Stock 26.3K By Spouse F3, F4, F5
* 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 performance stock units (PSUs) award granted pursuant to the Issuer's equity incentive plan. All PSUs are vested.
F2 Shares were withheld to satisfy tax withholding obligations in connection with the release of shares subject to vesting.
F3 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.
F4 All LLC Units are vested and redeemable into shares of Class A common stock.
F5 The LLC Units do not expire.