Beachbody Company, Inc. — fact timeline

Beachbody Company, Inc. shareholders approved Advisory approval of the Company’s executive compensation at the 2026-06-02 meeting.

“The advisory approval was obtained by the votes indicated.”

Beachbody Company, Inc. shareholders approved Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 at the 2026-06-02 meeting.

“The selection was ratified by the votes indicated.”

Beachbody Company, Inc. shareholders approved Election of nine nominees to serve on the Board of Directors for a one-year term to expire at the Company’s 2027 annual meeting of stockholders at the 2026-06-02 meeting.

“The following nine directors were elected by the votes indicated.”

Beachbody Company, Inc. reported first quarter ended March 31, 2026 results: revenue $54.3 million, net income $2.3 million.

“financial foundation that positions us to capitalize on significant growth opportunities in both nutrition and digital fitness.” First Quarter 2026 Results • Total revenue was $54.3 million compared to $72.4 million in the prior year period. o Digital revenue was $33.6 million compared to $42.9 million in the prior year period and digital subscriptions totaled 0.81”

Beachbody Company, Inc. reported the first quarter of 2026 results: revenue $49 to $54 million, net income $ (2) to $ 1 million. Guidance initiated.

“Outlook for The First Quarter of 2026 Outlook For Quarter Ending March 31, 2026 (in millions) Low High Revenue $ 49 $ 54 Net Income (Loss) (1) $ (2 ) $ 1”

Beachbody Company, Inc. reported the year ended December 31, 2025 results: revenue $251.7 million, net income ($2.9 million).

“year period. • Adjusted net income (loss) 1 was income of $7.2 million compared to a loss of $4.7 million in the prior year period. Full Year 2025 Results • Total revenue was $251.7 million compared to $418.8 million in the prior year. o Digital revenue was $153.3 million compared to $224.3 million in the prior year. o Nutrition and Other revenue was $97.6 million”

Beachbody Company, Inc. reported the fourth quarter ended December 31, 2025 results: revenue $55.5 million, net income $5.2 million.

“and financial flexibility to capitalize on a massive market opportunity that represents the next phase of our growth strategy.” Fourth Quarter 2025 Results • Total revenue was $55.5 million compared to $86.4 million in the prior year period. o Digital revenue was $34.3 million compared to $50.4 million in the prior year period and digital subscriptions totaled 0.87”

Beachbody Company, Inc. amended Amendment No. 1 to Credit Agreement with Tiger Finance, LLC, as administrative agent and collateral agent valued at The Amended Credit Agreement amends the financial covenants from the Prior Credit Agreement: maximum (effective 2026-01-07).

“On January 7, 2026 (the “ Amendment Effective Date ”), The Beachbody Company, Inc. (the “ Company ”) entered into an Amendment No. 1 to Credit Agreement (the “ Amended Credit Agreement ”) among the Company, as the Administrative Borrower (as defined therein), the other Borrowers (as defined therein) party thereto, the lenders party thereto, and Tiger Finance, LLC, as administrative agent and collateral agent.”

Beachbody Company, Inc. received a nyse deficiency notice notice regarding market value (rules 802.01B).

“April 10, 2025, The Beachbody Company, Inc. (the “Company”) received notice from the New York Stock Exchange (the “NYSE”) that it was not currently in compliance with the requirement of Section 802.01B of the New York Stock Exchange Listed Company Manual (the “NYSE Manual”) that the Company have an average market capitalization of not less than $50.0 million over a consecutive 30 trading-day period and stockholders’ equity of not less than $50.0 million (the “NYSE Notice”). Pursuant to the NYSE Notice, the Company is subject to the procedures set forth in Sections 801 and 802 of the NYSE Manua”

Kathy Vrabeck retired as Chief Operating Officer at Beachbody Company, Inc..

“Kathy Vrabeck retired from the Company as its Chief Operating Officer, effective as of April 1, 2025.”

Kathy Vrabeck departed as Chief Operating Officer at Beachbody Company, Inc..

“On February 11, 2025, Kathy Vrabeck, Chief Operating Officer of The Beachbody Company, Inc. (the “Company”), notified the Company that she will retire from the Company, effective as of April 1, 2025.”

Beachbody Company, Inc.: Adopted Second Amended and Restated Bylaws addressing universal proxy rules, proxy card color requirements, and meeting procedural mechanics (effective 2024-12-12).

“On December 12, 2024, the Board of Directors (the “Board”) of The Beachbody Company, Inc. (the “Company”) approved and adopted amendments to the Company’s amended and restated bylaws (as amended, the “Second Amended and Restated Bylaws”), which became effective the same day.”

Beachbody Company, Inc. announced a restructuring with charges of approximately $11 million in non-cash charges affecting accelerated depreciation for certain assets.

“The Company estimates approximately $11 million in non-cash charges to be recorded primarily in the fourth quarter of 2024 related principally to accelerated depreciation for certain assets that are not expected to be used by the Company after December 31, 2024 due to the Pivot.”

Beachbody Company, Inc. announced a restructuring with charges of approximately $6 - $8 million affecting workforce reduction (approximately 33%).

“the Company intends to reduce its workforce by approximately 33%. As a result of the Pivot, the Company estimates that it will incur aggregate net cash charges in connection with the workforce reduction of approximately $6 - $8 million, which relate primarily to employee severance under a one-time severance program and will be primarily recorded in the third quarter of 2024.”

Michael Neimand departed as President at Beachbody Company, Inc..

“On September 30, 2024, Michael Neimand, President, Beachbody, was provided notice that his position was being eliminated in connection with the Pivot and decided not to take an alternative position as offered by the Company.”

Brad Ramberg was appointed as Interim Chief Financial Officer at Beachbody Company, Inc..

“to be effective as of Mr. Ramberg’s appointment as the Company’s Interim Chief Financial Officer on August 15, 2024”

Brad Ramberg was appointed as Interim Chief Financial Officer at Beachbody Company, Inc..

“Effective as of Mr. Suidan’s departure, Brad Ramberg, the Company’s Executive Vice President – Strategic Initiatives, will be appointed Interim Chief Financial Officer”

Marc Suidan resigned as Chief Financial Officer at Beachbody Company, Inc..

“On July 12, 2024, Marc Suidan, the Chief Financial Officer of The Beachbody Company, Inc. (the “Company”) informed the Company of his decision to resign from his position, effective August 15, 2024 to pursue other business opportunities.”

Beachbody Company, Inc. reported the quarter ended March 31, 2024 results: revenue $120.0 million, net income $14.2 million. Guidance initiated.

“• Total revenue was $120.0 million compared to $144.9 million in the prior year period. o Digital revenue was $61.5 million compared to $64.8 million in the prior year period and digital subscriptions totaled 1.22 million in the first quarter. o Nutrition and Other revenue was $55.5 million compared to $74.1 million in the prior year period and nutritional subscriptions totaled 0.15 million in the first quarter. o Connected Fitness revenue was $3.0 million compared to $6.0 million in the prior year period and approximately 3,500 bikes were delivered in the first quarter. • Total operating expenses were $92.1 million compared to $118.8 million in the prior year period. • Operating loss improved by $16.6 million to $10.8 million compared to an operating loss of $27.4 million in the prior year period. • Net loss was $14.2 million compared to a net loss of $29.2 million in the prior year period.”

Beachbody Company, Inc. entered into Warrant Second Amendment with affiliates of the lenders and Blue Torch valued at Amends exercise price from $20.50 to $9.16 per share of Class A Common Stock for warrants to purchas (effective 2024-04-05).

“In connection with the Fifth Amendment, the Company also amended and restated the warrants to purchase 97,482 shares of the Company’s Class A common stock, par value $0.0001 per share (“Class A Common Stock”), originally issued to affiliates of the lenders and Blue Torch (the “Blue Torch Warrants”) (the “Warrant Second Amendment”).”

Beachbody Company, Inc. entered into Amendment No. 5 to Financing Agreement with Blue Torch Finance, LLC valued at Minimum revenue covenant: $100M per quarter ending after closing and on or before Dec 31, 2024; $110 (effective 2024-04-05).

“Item 1.01 Entry into a Material Definitive Agreement. Financing Agreement Amendment On April 5, 2024 (the “Closing Date”), Beachbody, LLC (the “Borrower”), a subsidiary of The Beachbody Company, Inc. (the “Company”), the lenders party thereto and Blue Torch Finance, LLC (“Blue Torch”), as collateral agent and as administrative agent, entered into that certain Amendment No. 5 to Financing Agreement (the “Fifth Amendment”), which amended the Company’s existing Financing Agreement, dated as of August 8, 2022 (as previously amended, the “Financing Agreement”), by and among the Company, the Borrower, the lenders party thereto from time to time and Blue Torch, as collateral agent and as administrative agent, which provided for a senior secured term loan facility in an original aggregate principal amount of $50.0 million (the “Credit Facility”).”

Beachbody Company, Inc. reported financial results for the quarter and year ended December 31, 2023.

“On March 11, 2024, the Company announced its financial results for the quarter and year ended December 31, 2023.”

Beachbody Company, Inc. amended Consent No. 2 and Amendment No. 4 to the Financing Agreement with Blue Torch Finance, LLC valued at Senior secured term loan facility originally $50.0 million (effective 2024-02-29).

“On February 29, 2024 (the “Closing Date”), Beachbody, LLC (the “Borrower”), a subsidiary of The Beachbody Company, Inc. (the “Company”), the lenders party thereto and Blue Torch Finance, LLC (“Blue Torch”), as collateral agent and as administrative agent, entered into that certain Consent No. 2 and Amendment No. 4 to the Financing Agreement (the “Consent and Amendment”), which amended the Company’s existing Financing Agreement, dated as of August 8, 2022 (as previously amended, the “Financing Agreement”), by and among the Company, the Borrower, the lenders party thereto from time to time and Blue Torch, as collateral agent and as administrative agent, which provided for a senior secured term loan facility in an original aggregate principal amount of $50.0 million (the “Credit Facility”).”

Beachbody Company, Inc. amended Consent No. 1 and Amendment No. 3 to Financing Agreement with Blue Torch Finance, LLC (effective 2024-01-09).

“On January 9, 2024 (the "Closing Date"), Beachbody, LLC (the "Borrower"), a subsidiary of The Beachbody Company, Inc. (the "Company"), the lenders party thereto and Blue Torch Finance, LLC ("Blue Torch"), as collateral agent and as administrative agent, entered into that certain Consent No. 1 and Amendment No. 3 to Financing Agreement (the "Consent and Amendment"), which amended the Company's existing Financing Agreement, dated as of August 8, 2022 (as previously amended, the "Financing Agreement"), by and among the Company, the Borrower, the lenders party thereto from time to time and Blue Torch, as collateral agent and as administrative agent, which provided for a senior secured term loan facility in an original aggregate principal amount of $50.0 million (the "Credit Facility").”

Beachbody Company, Inc. entered into Placement Agency Agreement with Roth Capital Partners, LLC (the "Placement Agent") valued at 6.0% of the aggregate gross proceeds raised in the Offerings (effective 2023-12-10).

“Pursuant to a placement agency agreement (the "Placement Agency Agreement"), dated December 10, 2023, by and between the Company and the Placement Agent.”

Beachbody Company, Inc. entered into Securities Purchase Agreement with certain institutional investors ("Purchasers") valued at approximately $5.3 million (effective 2023-12-10).

“On December 10, 2023, The Beachbody Company, Inc. (the "Company," "we" or "us") entered into a securities purchase agreement ("Securities Purchase Agreement") with certain institutional investors ("Purchasers").”

Beachbody Company, Inc.: Filed a certificate of amendment to effect a 1-for-50 reverse stock split of common stock (effective 2023-11-21).

“On November 21, 2023, the Company filed a certificate of amendment (the “Certificate of Amendment”) to its Second Amended & Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to effect the Reverse Stock Split”

Beachbody Company, Inc. shareholders approved The authorization of the Board to amend the Company's amended and restated Certificate of Incorporation to effect a reverse stock split of all of the Company's issued and outstanding common stock by a ratio in the range of 1-for-10 to 1-for-50 at the 2023-11-20 meeting.

“The authorization of the Board to amend the Company's amended and restated Certificate of Incorporation to effect a reverse stock split of all of the Company's issued and outstanding common stock by a ratio in the range of 1-for-10 to 1-for-50. The proposal was approved by the votes indicated.”

Beachbody Company, Inc. shareholders approved The advisory approval of the Company’s executive compensation at the 2023-11-20 meeting.

“The advisory approval of the Company’s executive compensation. The advisory approval was obtained by the votes indicated.”

Beachbody Company, Inc. shareholders approved The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 at the 2023-11-20 meeting.

“The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The selection was ratified by the votes indicated.”

Beachbody Company, Inc. shareholders approved Election of nine nominees to serve on the Board for a one-year term to expire at the 2024 annual meeting of stockholders at the 2023-11-20 meeting.

“Election of nine nominees to serve on the Board for a one-year term to expire at the 2024 annual meeting of stockholders. The following nine directors were elected by the votes indicated.”

Beachbody Company, Inc. reported third quarter ended September 30, 2023 results: revenue $128.3 million, net income $(32.7) million. Guidance reaffirmed.

“are more profitable. I would like to thank the BODi team for their extremely hard work, as we continue on our transformation.” Third Quarter 2023 Results • Total revenue was $128.3 million compared to $166.0 million in the prior year period. o Digital revenue was $64.3 million compared to $72.2 million in the prior year period and digital subscriptions totaled 1.38”

Beachbody Company, Inc. received a nyse delisting notice notice regarding other (rules 802.01D).

“ss A common stock, par value $0.0001 per share (“Class A Common Stock”), at an exercise price of $11.50 per share, and listed to trade on the NYSE under the symbol “BODY WS” (the “Warrants”) and (b) immediately suspend trading in the Warrants due to “abnormally low” price levels pursuant to Section 802.01D of the NYSE Listed Company Manual. To effect the delisting, the NYSE will apply to the Securities and Exchange Commission to delist the Warrants upon completion of all applicable procedures. Trading in the Company’s Class A Common Stock will be unaffected and will continue on the NYSE under”

Beachbody Company, Inc. reported second quarter ended June 30, 2023 results: revenue $134.9 million, net income $(25.7) million.

“are excited about the trajectory of BODi’s transformation and are proud of our team’s hard work to get us where we are today. ” Second Quarter 2023 Results • Total revenue was $134.9 million compared to $179.1 million in the prior year period. • Digital revenue was $65.2 million compared to $78.0 million in the prior year period and digital subscriptions totaled 1.53”

Beachbody Company, Inc. amended credit facility of $50.0 million with Blue Torch Finance, LLC maturing February 8, 2026.

“time to time and Blue Torch, as collateral agent and as administrative agent, which provided for a senior secured term loan facility in an original aggregate principal amount of $50.0 million (the “Credit Facility”). The Second Amendment, among other things, amends certain terms of the Financing Agreement, including without limitation, to (i) amend the minimum revenue”

Beachbody Company, Inc. amended Amendment No. 2 to Financing Agreement with Blue Torch Finance, LLC (effective 2023-07-24).

“On July 24, 2023 (the “Closing Date”), The Beachbody Company, Inc. (the “Company”), Beachbody, LLC (the “Borrower”), certain subsidiaries of the Company, the lenders party thereto and Blue Torch Finance, LLC (“Blue Torch”), as collateral agent and as administrative agent, entered into that certain Amendment No. 2 to Financing Agreement (the “Second Amendment”), which amended the Company’s existing Financing Agreement, dated as of August 8, 2022 (as previously amended, the “Financing Agreement”), by and among the Company, the Borrower, the lenders party thereto from time to time and Blue Torch, as collateral agent and as administrative agent, which provided for a senior secured term loan facility in an original aggregate principal amount of $50.0 million (the “Credit Facility”).”

Carl Daikeler changed role as Chairman of the Board at Beachbody Company, Inc..

“Mr. Goldston’s appointment as Executive Chairman replaces the service of Carl Daikeler, the Company’s co-founder and Chief Executive Officer, in his capacity as Chairman of the Board, and Mr. Daikeler will continue serving as the Company’s Chief Executive Officer and director.”

Mark Goldston was appointed as Executive Chairman at Beachbody Company, Inc..

“Mr. Goldston was also appointed to serve as Executive Chairman of the Board.”

Beachbody Company, Inc. reported the first quarter ended March 31, 2023 results: revenue $144.9 million, net income ($29.2 million). Guidance initiated.

“initiatives, give us confidence in our strategy as we progress towards a return to profitable growth by the end of the year.” First Quarter 2023 Results • Total revenue was $144.9 million compared to $198.9 million in the prior year period. • Digital revenue was $64.8 million compared to $81.7 million in the prior year and digital subscriptions totaled 1.75”

Beachbody Company, Inc. engaged Deloitte & Touche LLP as its auditor.

“(b) In conjunction with the competitive review of independent registered public accounting firms noted above, on April 11, 2023, the Audit Committee approved the engagement of Deloitte & Touche LLP (“D&T”) as the Company’s independent registered public accounting firm for the year ending December 31, 2023, effective immediately.”

Beachbody Company, Inc. dismissed Ernst & Young LLP as its auditor.

“e Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023, the Company invited several independent registered public accounting firms to participate in the process, including Ernst & Young LLP (“EY”). (a) On April 11, 2023, the Audit Committee (“Audit Committee”) of the Board of Directors of the Company dismissed EY as the Company’s independent registered public accounting firm, effective immediately.”

Beachbody Company, Inc. reported first quarter of 2023 results: revenue $135.0 million to $140.0 million.

“For the first quarter of 2023 the Company expects: • Total revenue of $135.0 million to $140.0 million • Adjusted EBITDA loss of $3.0 million to $6.0 million”

Ann Lundy was appointed as Director and Audit Committee Chair at Beachbody Company, Inc..

“to appoint, as of the Effective Time, Ann Lundy to serve as a member of the Board, filling the vacancy on the Board resulting from such increase. Ms. Lundy was also appointed to serve as the chair of the Audit Committee of the Board.”

Beachbody Company, Inc. received a nyse deficiency notice notice regarding minimum bid price (rules 802.01C).

“November 23, 2022, The Beachbody Company, Inc. (the “Company”) received notice (the “Notice”) from the New York Stock Exchange (the “NYSE”) that as of November 22, 2022 it was not in compliance with the continued listing standard set forth in Section 802.01C of the NYSE’s Listed Company Manual (“Section 802.01C”) because the average closing price of the Company’s Class A Common Stock (the “Common Stock”) was less than $1.00 per share over a consecutive 30 trading-day period. The Notice has no immediate impact on the listing of the Common Stock on the NYSE, subject to the Company’s compliance w”

Beachbody Company, Inc. reported the quarter ended September 30, 2022 results: revenue $165.9 million, net income Net loss was $33.9 million.

“apitalizing on our growth opportunities as we drive towards profitability and free cash flow generation.” Third Quarter 2022 Results • Total revenue was $165.9 million, a 20% decrease compared to 2021 and a 15% decrease compared to 2019 • Revenue exceeded the mid-point of guidance by 7% • Digital revenue was $72.2 million, a 23% decrease compared to 2021 • Digital subscriptions were 2.10 million, a 20% decrease compared to 2021 and a 24% increase compared to 2019 • Nutrition and Other revenue was $90.4 million, a 16% decrease compared to 2021 • Nutritional subscriptions were 0.24 million, a 29% decrease compared to 2021 and a 29% decrease to 2019 • Connected Fitness revenue was $3.3 million, a 44% decrease compared to 2021 • Delivered approximately 2,300 bikes in the third quarter • Operating expenses were $140.9 million, a 32% decrease compared to 2021 • Net loss was $33.9 million, comp”

Jonathan Congdon departed as Vice Chairman at Beachbody Company, Inc..

“On October 28, 2022, The Beachbody Company, Inc. (the “Company”) announced that Jonathan Congdon, Co-Founder and Vice Chairman of the Company, will retire from the Company to pursue other opportunities, effective December 31, 2022.”

Kathy Vrabeck was appointed as Chief Operating Officer at Beachbody Company, Inc..

“Additionally, on May 10, 2022, the Board approved the appointment of Kathy Vrabeck as the Company’s Chief Operating Officer, effective retroactively as of April 15, 2022.”

Marc Suidan was appointed as Chief Financial Officer at Beachbody Company, Inc..

“On May 10, 2022, The Beachbody Company, Inc.’s (the “Company”) Board of Directors (the “Board”) appointed Marc Suidan as the Company’s Chief Financial Officer, effective as of May 10, 2022.”

Marc Suidan was appointed as Chief Financial Officer at Beachbody Company, Inc..

“The Company’s Compensation Committee approved the hiring of Marc Suidan, age 49, in a financial advisory capacity, effective April 15, 2022, and is recommending to the Company’s Board of Directors (the “Board”) that it appoint Mr. Suidan as the Company’s Chief Financial Officer effective as of May 10, 2022.”

Sue Collyns resigned as President and Chief Financial Officer at Beachbody Company, Inc..

“On April 19, 2022, The Beachbody Company, Inc. (“Beachbody” or the “Company”) announced that Sue Collyns, President and Chief Financial Officer of the Company, will leave the Company to pursue other opportunities, effective May 31, 2022.”