{"filings":[{"id":483077,"accession_number":"0001193125-26-228001","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2026-05-18T13:00:15+00:00","items":["5.02","7.01","9.01"],"status":"ready","headline":"Xponential Fitness appoints Danielle Porto Parra as President; details compensation and severance plans","event_type":"leadership","confidence":"high","bullets":["Danielle Porto Parra named President, effective May 18, 2026; previously Chief Brand Officer at McAlister's Deli and GoTo Foods.","Compensation: base salary $600,000, target bonus 60%, guaranteed 2026 bonus $360,000, sign-on $100,000.","Equity grant of $2.5M: 50% time-based RSUs (3-year vest) and 50% PSUs (performance period 2026-2028).","Board adopted Executive Severance Plan with multipliers 0.5-2x salary, health coverage 6-24 months; change-in-control triggers lump sum.","Omnibus Plan amended to define change-in-control (liquidation/dissolution) and vesting treatment for assumed vs. non-assumed awards."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.7,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":78401,"accession_number":"0001193125-26-222943","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2026-05-14T13:00:07+00:00","items":["5.02"],"status":"ready","headline":"Xponential Fitness COO Timothy Weiderhoft departs effective May 13, 2026","event_type":"leadership","confidence":"high","bullets":["Timothy Weiderhoft separated as COO of Xponential Fitness effective May 13, 2026.","No successor was named; the company did not disclose the reason for the departure.","The company publicly disclosed the departure in a regulatory filing on the same date."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"negative","materiality_score":0.6,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":95560,"accession_number":"0001193125-26-212028","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2026-05-07T23:59:59+00:00","items":["2.02","9.01"],"status":"ready","headline":"Xponential Fitness Q1 revenue falls 21% to $60.7M; same-store sales down 6%","event_type":"earnings","confidence":"high","bullets":["Revenue $60.7M (-21% YoY); net loss improved to $0.8M from $2.7M loss.","NA same-store sales -6% (vs +6% prior); system-wide sales +2% to $436.9M.","Adjusted EBITDA $20.4M, down 25% from $27.3M; adj. EPS loss $0.04.","FY2026 guidance reiterated: 150-170 net new studios, revenue $260-270M, adj. EBITDA $100-110M.","Opened 66 gross studios and sold 28 franchise licenses in Q1."],"consensus_eps_estimate":0.1122,"consensus_eps_actual":-0.02,"consensus_revenue_estimate":null,"consensus_revenue_actual":2162000.0,"consensus_period":"2026-Q1","consensus_source":"xbrl+finnhub","sentiment":"negative","materiality_score":0.75,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":95559,"accession_number":"0001193125-26-144263","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2026-04-07T23:59:59+00:00","items":["5.02","8.01","9.01"],"status":"ready","headline":"Xponential Fitness board initiates strategic alternatives review; appoints Nicole Parent Haughey","event_type":"other_material","confidence":"high","bullets":["Board to evaluate sale, merger, or other strategic transaction; Jefferies LLC engaged as financial advisor.","Board size reduced from 7 to 5; Jair Clarke, Chelsea A. Grayson, and Bruce Haase resigned April 1, 2026.","Nicole Parent Haughey appointed independent director effective April 6, 2026; joins Audit, Nominating, and Human Capital Committees.","Director compensation includes $80K annual cash retainer, $110K RSU award, plus committee fees.","Company maintains asset-light franchise model and continues executing strategy during review."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.75,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":108711,"accession_number":"0001802156-26-000039","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2026-03-10T23:59:59+00:00","items":["2.02","5.02","7.01","9.01"],"status":"ready","headline":"Xponential Fitness CFO John Meloun departs; Robert Julian appointed interim CFO; FY2026 guidance reaffirmed","event_type":"leadership","confidence":"high","bullets":["John Meloun separated as CFO on March 9, 2026; Robert Julian appointed interim CFO effective March 16, 2026.","Julian brings 30+ years CFO experience from TheRealReal, Callaway Golf, Sportsman's Warehouse, and Deluxe Entertainment.","Julian to receive $50K/month cash compensation, plus end-of-assignment bonus and $6K/month living expense allowance.","Company engaged a leading search firm to identify a permanent CFO.","Reaffirmed full-year 2026 financial guidance as previously announced on Feb. 26, 2026."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.65,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":108710,"accession_number":"0001193125-26-076678","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2026-02-26T23:59:59+00:00","items":["2.02","9.01"],"status":"ready","headline":"Xponential Fitness Q4 net loss $45.6M; settles FTC probe for $17M; 2026 outlook weak","event_type":"earnings","confidence":"high","bullets":["Q4 revenue $83.0M (flat YoY); net loss $45.6M vs $62.5M loss; Adj. EBITDA $22.9M, down 26%","Full year revenue $314.9M (-2%); system-wide sales $1.75B (+13%); same-store sales +0.5% vs +7%","Full year net loss $53.7M; Adj. EBITDA $111.8M, down from $116.2M; cash flow from ops $28.3M","Agreed to $17M FTC settlement (12-month payout); $22.75M franchisee settlement (35-month payout)","2026 outlook: net new studios 150-170; revenue $260-270M; Adj. EBITDA $100-110M, down 6% at midpoint"],"consensus_eps_estimate":-0.0221,"consensus_eps_actual":-1.47,"consensus_revenue_estimate":null,"consensus_revenue_actual":11092000.0,"consensus_period":"2025-FY","consensus_source":"xbrl+finnhub","sentiment":"negative","materiality_score":0.8,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":125167,"accession_number":"0001193125-25-311452","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-12-08T23:59:59+00:00","items":["1.01","1.02","2.03","7.01","8.01","9.01"],"status":"ready","headline":"Xponential Fitness refinances debt with $525M term loan, eliminates convertible preferred stock","event_type":"other_material","confidence":"high","bullets":["New $525M term loan and $25M revolver; 5-year maturity; interest based on Term SOFR or Base Rate plus margin.","Proceeds used to repay ~$369.2M existing debt; paid $7.2M exit fee and $10.4M make-whole premium.","Repurchased all 114,660 shares of preferred stock for ~$127M plus ~$1.4M accrued dividends; no preferred shares remain.","Preferred stock was convertible into ~8.2M common shares; elimination removes dilution for common holders.","CFO Meloun says refinancing may reduce interest payments by up to 1% if financial milestones achieved."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"positive","materiality_score":0.75,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":125166,"accession_number":"0001193125-25-276196","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-11-12T23:59:59+00:00","items":["5.02","7.01","9.01"],"status":"ready","headline":"Xponential Fitness appoints Gavin O'Connor as Chief Legal Officer & Admin Officer","event_type":"leadership","confidence":"high","bullets":["Gavin O'Connor named Chief Legal & Administrative Officer, effective November 14, 2025.","Andrew Hagopian separated as Chief Legal Officer as of November 10, 2025.","O'Connor previously served as Chief Administrative Officer and General Counsel at European Wax Center (EWCZ).","O'Connor also held legal and compliance roles at American Eagle Outfitters and GNC Holdings.","Company expects to enter a separation agreement with Hagopian documenting payments or benefits."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.5,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":125165,"accession_number":"0001193125-25-269609","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-11-06T23:59:59+00:00","items":["2.02","9.01"],"status":"ready","headline":"Xponential Fitness Q3 revenue -2% to $78.8M; system-wide sales +10%; net loss narrows to $6.7M","event_type":"earnings","confidence":"high","bullets":["North America same store sales fell 1% vs +6% a year ago; total members rose 7% to 796,000.","Net loss improved to $6.7M ($0.18 loss per share) from $18.1M ($0.29 loss), aided by lower interest and depreciation.","Adjusted EBITDA rose 9% to $33.5M; adjusted net income was $19.3M ($0.36 per basic share).","2025 outlook reaffirmed: net new studios 170-190, revenue $300-310M, adjusted EBITDA $106-111M.","System-wide sales guidance raised to $1.730-1.750B; CEO cites operational improvement potential."],"consensus_eps_estimate":0.125,"consensus_eps_actual":-0.28,"consensus_revenue_estimate":null,"consensus_revenue_actual":7732000.0,"consensus_period":"2025-Q3","consensus_source":"xbrl+finnhub","sentiment":"neutral","materiality_score":0.75,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":141882,"accession_number":"0001193125-25-208250","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-09-19T23:59:59+00:00","items":["8.01","9.01"],"status":"ready","headline":"Xponential Fitness divests Lindora brand to Next Health Management Group","event_type":"other_material","confidence":"high","bullets":["Completed sale of Lindora to Next Health Management Group; terms not disclosed.","CEO Mike Nuzzo says divestiture allows focus on core fitness modalities for profitability.","Next Health will support existing and new Lindora franchise locations.","Houlihan Lokey acted as financial advisor; McDermott Will & Schulte as legal advisor.","Transaction closed on September 19, 2025; no financial impact disclosed."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"positive","materiality_score":0.55,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":141881,"accession_number":"0001193125-25-196622","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-09-05T23:59:59+00:00","items":["5.02"],"status":"ready","headline":"Xponential Fitness President of North America John Kawaja departs effective Sept 5, 2025","event_type":"leadership","confidence":"high","bullets":["John Kawaja separated as President of North America on September 5, 2025.","No replacement or interim named in the filing; no reason for departure given.","Kawaja oversaw XPOF's North American franchise operations."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.5,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":141880,"accession_number":"0001193125-25-189246","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-08-27T23:59:59+00:00","items":["5.02","9.01"],"status":"ready","headline":"Xponential Fitness appoints Rachel Lee to Board of Directors","event_type":"leadership","confidence":"high","bullets":["Board increased from 6 to 7 members; Lee elected as Class I Director effective August 25, 2025.","Lee currently serves on boards of Applied Digital (APLD), Bank of Hope (HOPE), and Legacy Franchise Concepts.","Lee was a Partner and Head of Consumer Private Equity at Ares Management (ARES) from 2008 to 2022.","As director, Lee receives $80,000 annual cash retainer, $110,000 RSU award, and $8,000 committee fee."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.5,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":141879,"accession_number":"0001193125-25-175426","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-08-07T23:59:59+00:00","items":["2.02","9.01"],"status":"ready","headline":"Xponential Fitness Q2 adj. EBITDA $28.1M; cuts FY revenue and EBITDA guidance","event_type":"earnings","confidence":"high","bullets":["Q2 revenue $76.2M (-1% YoY); net income $1.3M vs loss $14.3M; adjusted EPS $0.26.","Adj. EBITDA $28.1M (+14% YoY); system-wide sales $473.5M (+12% YoY).","Same-store sales growth slowed to 1% from 7% in prior-year Q2.","FY2025 revenue guidance cut to $300-310M from $315-325M; Adj. EBITDA to $106-111M from $120-125M.","Net new studio openings guided 170-190 (-37% at midpoint); completed CycleBar/Rumble divestiture."],"consensus_eps_estimate":0.2229,"consensus_eps_actual":-0.11,"consensus_revenue_estimate":null,"consensus_revenue_actual":5348000.0,"consensus_period":"2025-Q2","consensus_source":"xbrl+finnhub","sentiment":"negative","materiality_score":0.85,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":141878,"accession_number":"0001193125-25-175028","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-08-07T23:59:59+00:00","items":["5.02","9.01"],"status":"ready","headline":"Xponential Fitness appoints Mike Nuzzo as CEO, replacing Mark King","event_type":"leadership","confidence":"high","bullets":["Mike Nuzzo named CEO and Class III director effective August 7, 2025; Mark King resigned as CEO and director.","Nuzzo previously CEO of Eyemart Express, COO/CFO at Petco; over 25 years in consumer retail leadership.","Employment agreement: $800,000 base salary, annual bonus target up to 100% of base, $3.5M RSU grant with time and stock-price vesting hurdles.","RSUs vest over 36 months; 50% time-based, 50% at stock prices of $16, $25, $30 for 20 consecutive trading days.","Severance includes 12 months base salary, COBRA for 12 months (18 months after Change in Control), and prorated equity vesting."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.75,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":141877,"accession_number":"0001193125-25-165934","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-07-28T23:59:59+00:00","items":["8.01","9.01"],"status":"ready","headline":"Xponential Fitness completes divestiture of CycleBar and Rumble to Extraordinary Brands","event_type":"m_and_a","confidence":"high","bullets":["Divested CycleBar and Rumble to Extraordinary Brands, LLC; terms not disclosed.","CEO Mark King says move aligns with focus on brands that drive profitability.","Houlihan Lokey served as financial advisor for the transaction.","Xponential to assist with seamless transition for franchisees of both brands.","Divestiture completed on July 28, 2025."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.5,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":141876,"accession_number":"0001193125-25-157422","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-07-10T23:59:59+00:00","items":["1.01","9.01"],"status":"ready","headline":"Xponential Fitness enters exclusive retail supply deal with Fit Commerce; minimum $50M commissions over 5 years","event_type":"other_material","confidence":"high","bullets":["Fit Commerce becomes exclusive manufacturer/distributor of retail products to Xponential franchisees in US and Canada, effective December 1, 2025.","FC to pay minimum aggregate commissions of $50M over 5-year term, with additional accelerator commissions on sales above thresholds.","Agreement null and void if FC fails to fund minimum capital by October 31, 2025.","33T remains exclusive sock vendor for US and Canada franchisees under the agreement.","Prior sock supply agreement amended and restated; Xponential grants exclusive license of its marks for product manufacturing."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"positive","materiality_score":0.75,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":141875,"accession_number":"0001193125-25-154934","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-07-02T23:59:59+00:00","items":["8.01"],"status":"ready","headline":"SEC concludes investigation into Xponential Fitness without action","event_type":"regulatory","confidence":"high","bullets":["SEC notified Xponential on July 1, 2025, that its investigation, initiated December 2023, is closed with no enforcement action.","Company fully cooperated with SEC document requests over the 18-month probe.","No financial penalty, settlement, or remedial order was imposed."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"positive","materiality_score":0.6,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":159811,"accession_number":"0001193125-25-141805","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-06-17T23:59:59+00:00","items":["5.02","9.01"],"status":"ready","headline":"Xponential Fitness appoints Lily Yang to Board as Audit Committee Chair","event_type":"leadership","confidence":"high","bullets":["Lily Yang appointed to Xponential Fitness Board, effective June 16, 2025; will chair Audit Committee.","Yang is CFO of Strava, former CAO of Pinterest where she led 2019 IPO; 30 years of finance/accounting experience.","Director compensation: $80k cash retainer, $110k annual RSU, plus $20k cash for Audit Chair role.","Her appointment adds financial and public-company expertise to the Board."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.5,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":159810,"accession_number":"0001193125-25-130159","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-05-29T23:59:59+00:00","items":["7.01","9.01"],"status":"ready","headline":"Xponential Fitness files 8-K for investor presentation; exhibit incomplete","event_type":"other","confidence":"low","bullets":["Filed under Item 7.01 with Exhibit 99.1; presentation dated May 29, 2025.","Exhibit text provided only contains disclaimer and title; no specific financial or strategic details.","Full presentation available on company IR website at https://investor.xponential.com.","No new material facts can be extracted from the incomplete exhibit."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.15,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null},{"id":159809,"accession_number":"0001193125-25-124614","cik":1802156,"company_name":"Xponential Fitness, Inc.","ticker":"XPOF","form_type":"8-K","filed_at":"2025-05-22T23:59:59+00:00","items":["5.07"],"status":"ready","headline":"Xponential Fitness annual meeting elects director, ratifies auditor","event_type":"other","confidence":"high","bullets":["Mark Grabowski elected Class I director with 18.3M votes for, 9.2M withheld, 3.5M broker non-votes.","Deloitte & Touche LLP ratified as independent auditor for FY2025 with 30.3M for, 510K against, 158K abstain.","Annual meeting held May 21, 2025; both proposals approved by stockholders."],"consensus_eps_estimate":null,"consensus_eps_actual":null,"consensus_revenue_estimate":null,"consensus_revenue_actual":null,"consensus_period":null,"consensus_source":null,"sentiment":"neutral","materiality_score":0.1,"daily_digest_date":null,"daily_digest_url":null,"daily_digest_rank":null}],"next_cursor":null}