---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-26-006397"
form_type: "8-K"
ticker: "TRNR"
cik: "0001785056"
company_name: "Interactive Strength, Inc."
filed_at: "2026-01-07T23:59:59+00:00"
generated_at: "2026-05-16T11:23:39.831986+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Interactive Strength settles debt, issues equity to Vertical, draws $1.15M from warrant exercise, cancels LTI shares

## Summary
- Settled $33,750 Net Trade Value by issuing 16,875 Series C Preferred shares to Vertical Investors.
- Exchanged $156,202 of loan principal for 28,400 common shares at $5.50/share; loan balance now $14,048.
- Investor exercised Class A Incremental Warrants for $1.153M note; received 618,442 common warrants exercisable at $1.5756.
- Board cancelled 1.25M Series LTI Preferred shares previously issued to officers/directors; no consideration paid.

## SEC filing metadata
- accession: 0001193125-26-006397
- form_type: 8-K
- ticker: TRNR
- cik: 0001785056
- company_name: Interactive Strength, Inc.
- filed_at: 2026-01-07T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 3.03, 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1785056/000119312526006397/0001193125-26-006397-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1785056/000119312526006397/trnr-20251231.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-26-006397
- JSON: https://secwatch.observer/filing/0001193125-26-006397.json
- Plain text: https://secwatch.observer/filing/0001193125-26-006397.txt

## Key facts
- Debt Financings
  Interactive Strength, Inc. incurred convertible notes of aggregate principal amount of $13,000,000 with accredited investor at Not specified maturing Not specified.
  - Instrument: convertible notes
  - Principal: aggregate principal amount of $13,000,000
  - Counterparty: accredited investor
  - Rate: Not specified
  - Maturity: Not specified
  - Event: incurrence
  source text: incremental warrants (the “Class A Incremental Warrants”) to purchase (a) senior secured convertible notes (the “Class A Incremental Notes”) in the aggregate principal amount of $13,000,000 and (b) warrants (the “Class A Incremental Common Warrants”) to purchase shares of Common Stock. The amount of Class A Incremental Common Warrant shares issuable upon exercise of
  evidence_url: https://www.sec.gov/Archives/edgar/data/1785056/000119312526006397/0001193125-26-006397-index.htm
- Material Agreements
  Interactive Strength, Inc. entered into Exchange Agreement with Vertical Investors, LLC (effective 2025-12-31).
  - Action: entry
  - Counterparty: Vertical Investors, LLC
  - Effective: 2025-12-31
  source text: (the "Company") entered into a Credit Agreement (the “Credit Agreement”) with Vertical Investors, LLC (the “Lender”), pursuant to which the Company received a term loan from the Lender in the original principal amount of $7,968,977.74 (the “Loan”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1785056/000119312526006397/0001193125-26-006397-index.htm
- Material Agreements
  Interactive Strength, Inc. entered into Settlement Agreement with Vertical Investors, LLC (effective 2025-12-31).
  - Action: entry
  - Agreement: settlement
  - Counterparty: Vertical Investors, LLC
  - Effective: 2025-12-31
  source text: On December 31, 2025, the Company and the Lender entered into a Settlement Agreement (the “Settlement Agreement”), pursuant to which the Company issued 16,875 shares (the “Series C Preferred Shares”) of the Company’s Series C Preferred Stock, par value $0.0001 per share (“Series C Preferred Stock”), to the Lender as payment of the $33,749.81 Net Trade Value.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1785056/000119312526006397/0001193125-26-006397-index.htm

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