---
schema_version: "secwatch.filing_event.v1"
accession: "0000950170-23-070073"
form_type: "8-K"
ticker: "TRNR"
cik: "0001785056"
company_name: "Interactive Strength, Inc."
filed_at: "2023-12-13T23:59:59+00:00"
generated_at: "2026-06-07T13:34:58.626063+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Interactive Strength closes $2.16M convertible note financing with warrant and $20M equity line

## Summary
- Convertible note of $2.16M principal with 8% OID, 7% interest, matures Dec 7, 2024; convertible at $1.25 or 92% VWAP floor.
- Warrant to purchase 924,480 shares at $1.25 per share, exercisable until June 7, 2029.
- Gross proceeds $2.0M; net proceeds for working capital and general corporate purposes.
- Equity line of credit: Company may sell up to $20M of common stock to an accredited investor, with no obligation to draw.
- Registration rights agreements filed for resale of conversion shares and equity line securities.

## SEC filing metadata
- accession: 0000950170-23-070073
- form_type: 8-K
- ticker: TRNR
- cik: 0001785056
- company_name: Interactive Strength, Inc.
- filed_at: 2023-12-13T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1785056/000095017023070073/0000950170-23-070073-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1785056/000095017023070073/trnr-20231207.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950170-23-070073
- JSON: https://secwatch.observer/filing/0000950170-23-070073.json
- Plain text: https://secwatch.observer/filing/0000950170-23-070073.txt

## Key facts
- Material Agreements
  Interactive Strength, Inc. entered into Purchase Agreement with an accredited investor (the "Note Investor") valued at $2,160,000 (effective 2023-12-07).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: an accredited investor (the "Note Investor")
  - Value: $2,160,000
  - Effective: 2023-12-07
  source text: On December 7, 2023, Interactive Strength Inc. (the “Company”) entered into that certain securities purchase agreement (the “Purchase Agreement”) with an accredited investor (the “Note Investor”), pursuant to which the Company sold, and the Note Investor purchased, (a) a senior unsecured convertible note issued by the Company (the “Note”) in the aggregate principal amount of $2,160,000
  evidence_url: https://www.sec.gov/Archives/edgar/data/1785056/000095017023070073/0000950170-23-070073-index.htm
- Material Agreements
  Interactive Strength, Inc. entered into common stock purchase agreement with an accredited investor (the "Equity Line Investor") valued at $20,000,000 (effective 2023-12-12).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: an accredited investor (the "Equity Line Investor")
  - Value: $20,000,000
  - Effective: 2023-12-12
  source text: On December 12, 2023, the Company entered into that certain common stock purchase agreement (the “Equity Line Purchase Agreement”) with an accredited investor (the “Equity Line Investor”). Under the terms and subject to the conditions of the Equity Line Purchase Agreement, the Company has the right, but not the obligation, to sell to the Equity Line Investor, and the Equity Line Investor is obligated to purchase, up to the lesser of (a) $20,000,000 in aggregate gross purchase price of newly issued Common Stock
  evidence_url: https://www.sec.gov/Archives/edgar/data/1785056/000095017023070073/0000950170-23-070073-index.htm
- Material Agreements
  Interactive Strength, Inc. entered into Note Registration Rights Agreement with an accredited investor (the "Note Investor") (effective 2023-12-07).
  - Action: entry
  - Counterparty: an accredited investor (the "Note Investor")
  - Effective: 2023-12-07
  source text: In connection with the Convertible Note Financing, the Company entered into that certain registration rights agreement, dated December 7, 2023, with the Note Investor (the “Note Registration Rights Agreement”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1785056/000095017023070073/0000950170-23-070073-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.