---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-24-136253"
form_type: "8-K"
ticker: "XPOF"
cik: "0001802156"
company_name: "Xponential Fitness, Inc."
filed_at: "2024-05-10T23:59:59+00:00"
generated_at: "2026-06-02T04:05:12.154598+00:00"
event_type: "leadership"
sentiment: "negative"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# Xponential Fitness CEO suspended; interim CEO Morris appointed; USAO investigation disclosed

## Summary
- CEO Anthony Geisler removed and suspended indefinitely; Brenda Morris appointed Interim CEO effective May 10, 2024.
- Received notice on May 7, 2024 of USAO investigation (Central District of California) in addition to prior SEC probe.
- Board formed Special Committee of independent directors (Grayson, Clarke, Lawrence) to investigate.
- Reaffirmed full-year 2024 guidance previously announced on May 2, 2024.
- Retained executive search firm to assist with CEO succession planning.

## SEC filing metadata
- accession: 0001193125-24-136253
- form_type: 8-K
- ticker: XPOF
- cik: 0001802156
- company_name: Xponential Fitness, Inc.
- filed_at: 2024-05-10T23:59:59+00:00
- event_type: leadership
- sentiment: negative
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 5.02, 7.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1802156/000119312524136253/0001193125-24-136253-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1802156/000119312524136253/d803734d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-24-136253
- JSON: https://secwatch.observer/filing/0001193125-24-136253.json
- Plain text: https://secwatch.observer/filing/0001193125-24-136253.txt

## Key facts
- Executive change
  Anthony Geisler departed as Chief Executive Officer at Xponential Fitness, Inc..
  - Action: removed and suspended
  - Role: Chief Executive Officer
  source text: On May 10, 2024, Mr. Anthony Geisler, Chief Executive Officer and Director of Xponential Fitness, Inc. (the “Company”), was removed by the Company’s Board of Directors from his duties and suspended indefinitely as Chief Executive Officer.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1802156/000119312524136253/0001193125-24-136253-index.htm
- Executive change
  Chelsea Grayson was appointed as Lead Independent Director at Xponential Fitness, Inc..
  - Action: appointed
  - Role: Lead Independent Director
  source text: Chelsea Grayson has been appointed Lead Independent Director of the Board.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1802156/000119312524136253/0001193125-24-136253-index.htm
- Executive change
  Brenda Morris was appointed as Interim Chief Executive Officer at Xponential Fitness, Inc..
  - Action: appointed
  - Role: Interim Chief Executive Officer
  source text: The Company’s Board of Directors has appointed Ms. Brenda Morris, a member of the Company’s Board of Directors since 2019, to serve as the Company’s Interim Chief Executive Officer.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1802156/000119312524136253/0001193125-24-136253-index.htm

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