--- schema_version: "secwatch.filing_event.v1" accession: "0001078207-24-000067" form_type: "8-K" ticker: null cik: "0001078207" company_name: "BOWFLEX INC." filed_at: "2024-04-23T23:59:59+00:00" generated_at: "2026-06-03T11:19:14.427909+00:00" event_type: "m_and_a" sentiment: "negative" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Bowflex completes asset sale to Johnson Health Tech for $37.5M; shareholders receive no value ## Summary - Asset sale closed April 22 for $37.5M cash; proceeds used to repay term loan and exit bankruptcy. - Common shareholders expected to receive no value from the sale proceeds. - CEO James Barr IV and CMO Becky L. Alseth separated immediately; CFO and COO to leave May 3. - Robert D. Hoge appointed General Counsel and Chief Wind-Down Officer at $205,000 annual salary. - Board reduced to two directors (Saunders and Sharma); bylaws amended to allow one-director minimum. ## SEC filing metadata - accession: 0001078207-24-000067 - form_type: 8-K - cik: 0001078207 - company_name: BOWFLEX INC. - filed_at: 2024-04-23T23:59:59+00:00 - event_type: m_and_a - sentiment: negative - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 1.02, 2.01, 1.03, 5.02, 5.03, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1078207/000107820724000067/0001078207-24-000067-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1078207/000107820724000067/bfx-20240422.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001078207-24-000067 - JSON: https://secwatch.observer/filing/0001078207-24-000067.json - Plain text: https://secwatch.observer/filing/0001078207-24-000067.txt ## Key facts - Executive change Patricia M. Ross resigned as Director at BOWFLEX INC.. - Action: resigned - Role: Director source text: Effective immediately following the Closing, the following members of the Board of Directors of the Company (the “Board”) resigned as members of the Board: James Barr, IV, Patricia M. Ross, Kelley Hall, and Shailesh Prakash. evidence_url: https://www.sec.gov/Archives/edgar/data/1078207/000107820724000067/0001078207-24-000067-index.htm - Executive change James Barr, IV resigned as Director at BOWFLEX INC.. - Action: resigned - Role: Director source text: Effective immediately following the Closing, the following members of the Board of Directors of the Company (the “Board”) resigned as members of the Board: James Barr, IV, Patricia M. Ross, Kelley Hall, and Shailesh Prakash. evidence_url: https://www.sec.gov/Archives/edgar/data/1078207/000107820724000067/0001078207-24-000067-index.htm - Executive change John R. Goelz departed as Chief Operating Officer at BOWFLEX INC.. - Action: will separate - Role: Chief Operating Officer source text: Aina E. Konold, the Chief Financial Officer of the Company, and John R. Goelz, the Chief Operating Officer of the Company, will separate service with the Company, effective as of May 3, 2024. evidence_url: https://www.sec.gov/Archives/edgar/data/1078207/000107820724000067/0001078207-24-000067-index.htm - Executive change James Barr, IV departed as Chief Executive Officer at BOWFLEX INC.. - Action: separated - Role: Chief Executive Officer source text: James Barr, IV, the Chief Executive Officer of the Company, and Becky L. Alseth, the Chief Marketing Officer of the Company, separated their service with the Company, effective immediately following the Closing evidence_url: https://www.sec.gov/Archives/edgar/data/1078207/000107820724000067/0001078207-24-000067-index.htm - Executive change Becky L. Alseth departed as Chief Marketing Officer at BOWFLEX INC.. - Action: separated - Role: Chief Marketing Officer source text: James Barr, IV, the Chief Executive Officer of the Company, and Becky L. Alseth, the Chief Marketing Officer of the Company, separated their service with the Company, effective immediately following the Closing evidence_url: https://www.sec.gov/Archives/edgar/data/1078207/000107820724000067/0001078207-24-000067-index.htm - Executive change Kelley Hall resigned as Director at BOWFLEX INC.. - Action: resigned - Role: Director source text: Effective immediately following the Closing, the following members of the Board of Directors of the Company (the “Board”) resigned as members of the Board: James Barr, IV, Patricia M. Ross, Kelley Hall, and Shailesh Prakash. evidence_url: https://www.sec.gov/Archives/edgar/data/1078207/000107820724000067/0001078207-24-000067-index.htm - Executive change Robert D. Hoge was appointed as General Counsel and Chief Wind-Down Officer at BOWFLEX INC.. - Action: appointed - Role: General Counsel and Chief Wind-Down Officer source text: Effective immediately following the Closing, Robert D. Hoge, the Company’s existing Director, Intellectual Property Counsel, has been appointed as the General Counsel and Chief Wind-Down Officer (“CWDO”) of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1078207/000107820724000067/0001078207-24-000067-index.htm - Executive change Shailesh Prakash resigned as Director at BOWFLEX INC.. - Action: resigned - Role: Director source text: Effective immediately following the Closing, the following members of the Board of Directors of the Company (the “Board”) resigned as members of the Board: James Barr, IV, Patricia M. Ross, Kelley Hall, and Shailesh Prakash. evidence_url: https://www.sec.gov/Archives/edgar/data/1078207/000107820724000067/0001078207-24-000067-index.htm - Executive change Aina E. Konold departed as Chief Financial Officer at BOWFLEX INC.. - Action: will separate - Role: Chief Financial Officer source text: Aina E. Konold, the Chief Financial Officer of the Company, and John R. Goelz, the Chief Operating Officer of the Company, will separate service with the Company, effective as of May 3, 2024. evidence_url: https://www.sec.gov/Archives/edgar/data/1078207/000107820724000067/0001078207-24-000067-index.htm - Governance Changes BOWFLEX INC.: Board approved amendment to Section 2.2 of Bylaws to change minimum director number and set board size at two directors. - Change: bylaw amendment source text: Effective immediately following the Closing, the Board approved an Amendment (the “Amendment”) to the Amended and Restated Bylaws of the Company (as amended, the “Bylaws”) to revise Section 2.2 of the Bylaws to provide that the number of directors of the Company shall not be less than one director, with the specific number of directors to be set by resolution of the Board. Also effective as of immediately following the Closing, the Board adopted resolutions setting the number of directors of the Board at two directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1078207/000107820724000067/0001078207-24-000067-index.htm - M&A Transactions BOWFLEX INC. completed a disposition involving Johnson Health Tech Retail, Inc. for $37,500,000 in cash (closed 2024-04-22). - Action: disposition - Counterparty: Johnson Health Tech Retail, Inc. - Consideration: $37,500,000 in cash - Closing: 2024-04-22 source text: to sell the assets of the Company (the “Acquired Assets”) identified in the Asset Purchase Agreement, representing substantially all of the assets of the Company, for a total of $37,500,000 in cash at the closing of the transaction, including a deposit of $3,750,000 paid into an escrow account on March 4, 2024, but less closing adjustment amounts for accounts evidence_url: https://www.sec.gov/Archives/edgar/data/1078207/000107820724000067/0001078207-24-000067-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.