Interactive Strength issues 2.1M shares upon conversion of $1.57M note; outstanding now 5.25M

Interactive Strength, Inc.

$1,574,867 principal of Incremental Note converted into 2,110,901 shares of common stock on Jan 16, 2026.
Conversion was by TR Opportunities II LLC, the current holder of the Amended and Restated Note.
Issuance exempt from registration under Section 3(a)(9) as an exchange with existing holder; no commission paid.
Post-conversion common shares outstanding total 5,253,081, reflecting significant dilution.
The converted principal amount is approximately 72% of the $2,174,867 Incremental Note balance.

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.95

Interactive Strength, Inc. issued 2,110,901 shares of Common Stock of convertible note to TR Opportunities II LLC for reduction of $1,574,867 of principal amount of Incremental Note.

Security: convertible note
Shares: 2,110,901 shares of Common Stock
Purchaser: TR Opportunities II LLC
Consideration: reduction of $1,574,867 of principal amount of Incremental Note

Exact text from the filing

On January 16, 2026, the Current Holder delivered several notices of conversion to convert $[1,574,867] of the principal amount of the Incremental Note into a total of 2,110,901 shares of Common Stock (the “Conversion Shares”).

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Source: SEC EDGAR

accession 0001193125-26-021272

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