Brenda Morris - Jun 17, 2024 Form 4 Insider Report for Xponential Fitness, Inc. (XPOF)

Role: Director
Signature: /s/ John Meloun, as Attorney-in-Fact for Brenda Morris
Stock symbol: XPOF
Transactions as of: Jun 17, 2024
Transactions value $: $0
Form type: 4
Date filed: 6/20/2024, 04:06 PM
Previous filing: Jun 3, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	XPOF	Class A Common Stock	Award	$0	+5.24K	+11.98%	$0.00	49K	Jun 17, 2024	Direct	F1
transaction	XPOF	Class A Common Stock	Award	$0	+4.01K	+8.18%	$0.00	53K	Jun 17, 2024	Direct	F2
holding	XPOF	Class A Common Stock						3.5K	Jun 17, 2024	By Trust	F3
holding	XPOF	Class B Common Stock						811	Jun 17, 2024	Direct

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						811	Jun 17, 2024	Class A Common Stock	811		Direct	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 for prior service as the Issuer's Interim Chief Executive Officer. The RSUs shall vest immediately.
F2	Represents the Issuer's Class A common stock subject to restricted stock units (RSUs) award granted pursuant to the Issuer's equity incentive plan as a special bonus for prior service as the Issuer's Interim Chief Executive Officer. The RSUs shall vest immediately.
F3	Shares are held directly by the Morris Charitable Remainder Trust of which Brenda Morris is a co-trustee.
F4	Each LLC unit in Xponential Holdings LLC ("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.
F5	The LLC Units are fully vested.
F6	The LLC Units do not expire.