Anthony Geisler - Aug 11, 2023 Form 4 Insider Report for Xponential Fitness, Inc. (XPOF)

Role
Chief Executive Officer, Director, 10%+ Owner
Signature
/s/ John Meloun, as Attorney-in-Fact, for Anthony Geisler
Stock symbol
XPOF
Transactions as of
Aug 11, 2023
Transactions value $
$496,966
Form type
4
Date filed
8/14/2023, 06:07 AM
Previous filing
Jul 31, 2023
Next filing
Aug 16, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction XPOF Class A Common Stock Purchase $497K +23.2K +7.31% $21.47 340K Aug 11, 2023 Direct F1, F2
holding XPOF Class B Common Stock 7.43M Aug 11, 2023 LAG Fit, Inc. F3
holding XPOF Class B Common Stock 1.98K Aug 11, 2023 The Anthony Geisler Trust U/A Dated 05/17/2011 F4
holding XPOF Class A Common Stock 372K Aug 11, 2023 The Anthony Geisler Trust U/A Dated 05/17/2011 F4
holding XPOF Class A Common Stock 83.3K Aug 11, 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 7.43M Aug 11, 2023 Class A Common Stock 7.43M LAG Fit, Inc. F3, F5, F6, F7
holding XPOF LLC Units in Xponential Holdings LLC 1.98K Aug 11, 2023 Class A Common Stock 1.98K The Anthony Geisler Trust U/A Dated 05/17/2011 F4, F5, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The transactions reported on this Form 4 resulted in profits under Section 16(b) of the Securities Exchange Act of 1934, for which the Reporting Person has remitted $279,715 to the Issuer, the maximum amount of the profits realized in connection with the transactions.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.325 to $21.47, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.
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 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.
F5 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.
F6 All LLC Units are vested and redeemable into shares of Class A common stock.
F7 The LLC Units do not expire.