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    Xponential Fitness Inc. filed SEC Form 8-K: Results of Operations and Financial Condition

    5/8/25 4:16:28 PM ET
    $XPOF
    Services-Misc. Amusement & Recreation
    Consumer Discretionary
    Get the next $XPOF alert in real time by email
    8-K
    false 0001802156 0001802156 2025-05-08 2025-05-08
     
     

    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): May 8, 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 May 8, 2025, Xponential Fitness, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2025. 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 Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

     

    Item 9.01.

    Financial Statements and Exhibits

    (d) Exhibits

     

    Exhibit
    No.
       Description
    99.1    Press release dated May 8, 2025
    104    Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)


    SIGNATURE

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     

        XPONENTIAL FITNESS, INC.
    Date: May 8, 2025     By:  

    /s/ Mark King

        Name:   Mark King
        Title:   Chief Executive Officer
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