Source-grounded facts extracted from Xponential Fitness, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
Xponential Fitness, Inc. shareholders approved Ratification of appointment of Deloitte & Touche LLP as independent registered public accounting firm at the 2026-05-20 meeting.
“(ii) 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, 2026”
Xponential Fitness, Inc. shareholders approved Election of two Class II directors at the 2026-05-20 meeting.
“(i) the election of two Class II director nominees listed in the proxy statement to serve on the Board of Directors of the Company”
Danielle Porto Parra was appointed as President at Xponential Fitness, Inc..
“On May 18, 2026, Xponential Fitness, Inc. (the “Company”), issued a press release (the “Press Release”), announcing the appointment of Danielle Porto Parra as its President, effective as of May 18, 2026.”
Timothy Weiderhoft departed as Chief Operating Officer at Xponential Fitness, Inc..
“Effective May 13, 2026, Timothy Weiderhoft, Chief Operating Officer of Xponential Fitness, Inc. has separated from the Company.”
Xponential Fitness, Inc. reported Full year 2026 results: revenue $260.0 million to $270.0 million. Guidance reaffirmed.
“The Company is reiterating full year 2026 outlook, which compares to 2025 results as follows: • Net new studio openings in the range of 150 to 170, or a decrease of 20% at the midpoint; • North America system-wide sales 1 in the range of $1.72 billion to $1.80 billion, or an increase of 1% at the midpoint; • Revenue in the range of $260.0 million to $270.0 million, representing a decrease of 16% at the midpoint; and • Adjusted EBITDA 5 in the range of $100.0 million to $110.0 million, representing a decrease of 6% at the midpoint.”
Xponential Fitness, Inc. reported First quarter ended March 31, 2026 results: revenue $60.7 million, net income Net loss of $0.8 million, EPS loss of $0.02 per basic share.
“boutique health and wellness brands, today reported financial results for the first quarter ended March 31, 2026. Financial Highlights: Q1 2026 Compared to Q1 2025 • Revenue of $60.7 million decreased 21%. • North America system-wide sales 1 increased 2% to $436.9 million. • North America same store sales 2 decreased 6%, compared to growth of 6%. • North America”
Xponential Fitness, Inc. updated its full-year 2026 guidance (reaffirmed).
“Today, Xponential reaffirmed its full-year 2026 financial guidance, as previously announced in the fourth quarter and full-year 2025 earnings release issued on February 26, 2026.”
Xponential Fitness, Inc. terminated Existing Credit Agreement with Wilmington Trust, National Association, as administrative agent, and the other parties thereto valued at approximately $369.2 million (effective 2025-12-08).
“Substantially concurrently with the closing of the refinancing transaction under the Credit Agreement, all outstanding loans in the amount of approximately $369.2 million and other obligations outstanding under that certain Credit Agreement, dated as of April 19, 2021 (as amended, restated, supplemented or otherwise modified from time to time, the “Existing Credit Agreement”), by and among, inter alios , the Borrower and Wilmington Trust, National Association, as administrative agent, and the other parties thereto from time to time, were repaid and the credit facilities thereunder were terminated.”
Xponential Fitness, Inc. entered into Credit Agreement with HPS Investment Partners LLC, as administrative agent and collateral agent, and the lenders from time to time party thereto valued at $525 million (effective 2025-12-08).
“On December 8, 2025, certain subsidiaries of Xponential Fitness, Inc. (the “Company”) entered into a Credit Agreement (the “Credit Agreement”), by and among Xponential Intermediate Holdings, LLC, a Delaware limited liability company (“Holdings”), Xponential Fitness LLC, a Delaware limited liability company (the “Borrower”), HPS Investment Partners LLC, as administrative agent and collateral agent and the lenders from time to time party thereto (the “Lenders”).”
Xponential Fitness, Inc. incurred credit facility of $525 million with HPS Investment Partners LLC at Term SOFR or the Base Rate, plus, in each case, a leverage-based margin maturing five years after the Closing Date.
“the Lenders have provided to the Borrower Closing Date Term Loans in an aggregate principal amount equal to $525 million”
Lily Yang was appointed as Member of the Board and Chair of the Audit Committee at Xponential Fitness, Inc..
“elected and appointed Lily Yang as a member of the Board and as the Chair of the Audit Committee of the Board.”
Mark King departed as Chief Executive Officer at Xponential Fitness, Inc..
“On May 15, 2025, Xponential Fitness, Inc. (the “Company”) announced that Mark King, the Company’s Chief Executive Officer (“CEO”) and a member of the Company’s board of directors (the “Board”), has informed the Company’s Board that he intends to retire as the Company’s CEO and as a Director due to health reasons.”
Xponential Fitness, Inc. amended credit facility with Wilmington Trust, National Association maturing August 1, 2027.
“The Amendment extends the final maturity date under the Credit Agreement to August 1, 2027 (the “Final Maturity Date”) and provides for, among other things, additional term loans in an aggregate principal amount of $10 million”
Xponential Fitness, Inc. incurred term loan of $10 million with Wilmington Trust, National Association maturing August 1, 2027.
“The Amendment extends the final maturity date under the Credit Agreement to August 1, 2027 (the “Final Maturity Date”) and provides for, among other things, additional term loans in an aggregate principal amount of $10 million (the “Eighth Amendment Incremental Term Loans”)”
Tim Weiderhoft was appointed as Chief Operating Officer – North America at Xponential Fitness, Inc..
“Effective January 13, 2025, Xponential Fitness, Inc. (the “Company”) appointed John Kawaja, age 63, as President – North America and appointed Tim Weiderhoft, age 48, as Chief Operating Officer – North America.”
John Kawaja was appointed as President – North America at Xponential Fitness, Inc..
“Effective January 13, 2025, Xponential Fitness, Inc. (the “Company”) appointed John Kawaja, age 63, as President – North America and appointed Tim Weiderhoft, age 48, as Chief Operating Officer – North America.”
Bruce Haase was appointed as Director at Xponential Fitness, Inc..
“elected and appointed Bruce Haase as a member of the Board and as a member of the Human Capital Management Committee of the Board.”
Ryan Junk resigned as Chief Operating Officer at Xponential Fitness, Inc..
“On November 1, 2024, Mr. Ryan Junk tendered his resignation as Chief Operating Officer of Xponential Fitness, Inc. (the “Company”) to the Company effective November 4, 2024.”
Mark King was appointed as Chief Executive Officer at Xponential Fitness, Inc..
“appointed Mr. Mark King, age 64, as Chief Executive Officer of the Company and as a member of the Board.”
Brenda Morris was appointed as Interim Chief Executive Officer at Xponential Fitness, Inc..
“Ms. Brenda Morris has been appointed by the Company’s Board of Directors to serve as the Company’s Interim Chief Executive Officer.”
Anthony Geisler resigned as Chief Executive Officer at Xponential Fitness, Inc..
“Mr. Anthony Geisler resigned as Chief Executive Officer of the Company, effective May 13, 2024.”
Chelsea Grayson was appointed as Lead Independent Director at Xponential Fitness, Inc..
“Chelsea Grayson has been appointed Lead Independent Director of the Board.”
Brenda Morris was appointed as Interim Chief Executive Officer at Xponential Fitness, Inc..
“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.”
Anthony Geisler departed as Chief Executive Officer at Xponential Fitness, Inc..
“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.”
Xponential Fitness, Inc. reported first quarter ended March 31, 2024 results: revenue $79.5 million, net income net loss of $4.4 million, or a loss of $0.30 per basic share, EPS loss of $0.30 per basic share. Guidance reaffirmed.
“reconciliation to the corresponding GAAP measures are included in the tables that accompany this release. Financial Highlights: Q1 2024 Compared to Q1 2023 • Grew revenue 12% to $79.5 million. • Increased North America system-wide sales 1 by 25% to $401.1 million. • Reported North America same store sales 2 growth of 9%, compared to growth of 19%. • Reported North”
Jeffrey Lawrence was appointed as Director at Xponential Fitness, Inc..
“On April 10, 2024, the Board of Directors (the “Board”) of Xponential Fitness, Inc. (the “Company”), upon recommendation by the Nominating and Corporate Governance Committee of the Board, elected and appointed Jeffrey Lawrence as a member of the Board and as a member of the Audit Committee of the Board.”
Xponential Fitness, Inc. reported full year ended December 31, 2023 results: revenue $318.7 million, net income net loss of $1.7 million, EPS earnings of $1.18 per basic share.
“For the full year 2023, total revenue increased $73.7 million, or 30%, to $318.7 million”
Xponential Fitness, Inc. reported fourth quarter ended December 31, 2023 results: revenue $90.2 million, net income net loss of $9.1 million, EPS earnings of $0.10 per basic share.
“For the fourth quarter of 2023, total revenue increased $18.9 million, or 27%, to $90.2 million”
Xponential Fitness, Inc. reported financial results for the fourth quarter and full year ended December 31, 2023.
“On February 29, 2023, Xponential Fitness, Inc. issued a press release announcing its financial results for the quarter and year ended December 31, 2023.”
Xponential Fitness, Inc. amended term loan of $38.7 million with Wilmington Trust, National Association maturing March 15, 2026.
“MSD Partners (together with the Amendment, the “Credit Agreement”). The Amendment provides for, among other things, additional term loans in an aggregate principal amount of $38.7 million (the “Sixth Amendment Incremental Term Loans”), the proceeds of which will be used to repay an aggregate of $38.7 million in existing term loans under Credit Agreement and for”
Xponential Fitness, Inc. amended Amendment with Wilmington Trust, National Association, as administrative agent and collateral agent, and the lenders party thereto, including certain entities affiliated with MSD Partners valued at $38.7 million (effective 2024-02-13).
“On February 13, 2024, Xponential Fitness, Inc. (the “Company”) and certain of the Company’s domestic subsidiaries entered into a sixth amendment (the “Amendment”) to its existing financing agreement dated as of April 19, 2021”
Xponential Fitness, Inc. reported third quarter ended September 30, 2023 results: revenue $80.4 million, net income net loss of $5.2 million, or earnings of $0.91 per basic share. Guidance raised.
“reconciliation to the corresponding GAAP measures are included in the tables that accompany this release. Financial Highlights: Q3 2023 Compared to Q3 2022 • Grew revenue 26% to $80.4 million. • Increased North America system-wide sales 1 by 35% to $356.7 million. • Reported North America same store sales 2 growth of 15%, compared to growth of 17% in Q3 of 2022. •”
Xponential Fitness, Inc. entered into ASR Agreement with Bank of America, N.A. valued at $50.0 million (effective 2023-08-08).
“On August 8, 2023, Xponential Fitness, Inc. (the “Company”) entered into an accelerated share repurchase agreement (the “ASR Agreement”) with Bank of America, N.A. (the “ASR Counterparty”) to repurchase an aggregate of $50.0 million of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”).”
Xponential Fitness, Inc. amended credit facility with Wilmington Trust, National Association, as administrative agent and collateral agent, and the lenders party thereto, including certain entities affiliated with MSD Partners at benchmark interest rate based on the forward-looking secured overnight financing.
“replaces the benchmark interest rate based on the London Interbank Offered Rate (“LIBOR”) (and related LIBOR-based mechanics) applicable to the loans under the Credit Agreement with a benchmark interest rate based on the forward-looking secured overnight financing rate (“Term SOFR”) (and related Term SOFR-based mechanics)”
Xponential Fitness, Inc. incurred term loan of $65.0 million with Wilmington Trust, National Association, as administrative agent and collateral agent, and the lenders party thereto, including certain entities affiliated with MSD Partners.
“additional term loans in an aggregate principal amount of $65.0 million (the “Fifth Amendment Incremental Term Loans”)”
Xponential Fitness, Inc. amended Amendment with Wilmington Trust, National Association valued at $65.0 million (effective 2023-08-03).
“On August 3, 2023, Xponential Fitness, Inc. (the “Company”) and certain of the Company’s domestic subsidiaries entered into a fifth amendment (the “Amendment”) to its existing financing agreement”
Xponential Fitness, Inc. updated its full year 2023 guidance (raised).
“Xponential is increasing full-year 2023 guidance for system-wide sales, revenue, and Adjusted EBITDA, and re-affirming guidance for new studio openings as follows:”
Xponential Fitness, Inc. reported second quarter ended June 30, 2023 results: revenue $77.3 million, net income $27.5 million, EPS earnings per basic share of $1.44. Guidance raised.
“reconciliation to the corresponding GAAP measures are included in the tables that accompany this release. Financial Highlights: Q2 2023 Compared to Q2 2022 • Grew revenue 30% to $77.3 million. • Increased North America system-wide sales 1 by 37% to $341.3 million. • Reported North America same store sales 2 growth of 15%, compared to growth of 25% in Q2 of 2022. •”
Xponential Fitness, 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, 2023 at the 2023-05-10 meeting.
“Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm: For Against Abstain 42,573,628 331,505 26,954”
Xponential Fitness, Inc. shareholders approved Election of two Class II director nominees at the 2023-05-10 meeting.
“Proposal 1: Election of Directors: Name of Director For Withheld Broker Non-Votes Chelsea Grayson 29,332,806 9,790,806 3,808,475 Jair Clarke 38,828,746 294,866 3,808,475”
Xponential Fitness, Inc. reported the quarter ended March 31, 2023 results: revenue $70.7 million, net income loss of $15.0 million, EPS loss of $1.38 per share. Guidance raised.
“For the first quarter of 2023, total revenue increased $20.3 million, or 40%, to $70.7 million, up from $50.4 million in the prior year period. This increase included a corresponding North America same store sales increase of 20%. Net loss totaled $15.0 million, or a loss of $1.38 per share, compared to a loss of $15.2 million, or a loss of $1.51 per share, in the prior year period.”
Xponential Fitness, Inc. reported for the quarter and year ended December 31, 2022 results: revenue $71.3 million (Q4), $245.0 million (FY), net income net loss of $0.4 million (Q4), net income of $2.9 million (FY), EPS loss of $1.13 per share (Q4), loss of $0.87 per share (FY). Guidance initiated.
“as amended, or the Exchange Act. --- EX-99.1 (EX-99.1) --- EX-99.1 Exhibit 99.1 Xponential Fitness, Inc. Announces Fourth Quarter and Full Year 2022 Financial Results • Grew Q4 2022 revenue 44% and North America system-wide sales 38%, compared to Q4 2021 • Grew full year 2022 revenue 58% and North America system-wide sales 46%, compared to full year”
Xponential Fitness, Inc. entered into Underwriting Agreement with BofA Securities, Inc. and Jefferies LLC as the representatives of the underwriters valued at $24.50 per share (effective 2023-02-07).
“On February 7, 2023, Xponential Fitness, Inc. (the “Company,” “Xponential,” “we,” “our,” or “us”) entered into an underwriting agreement (the “Underwriting Agreement”) with BofA Securities, Inc. and Jefferies LLC as the representatives of the underwriters named in Schedule A thereto (the “Underwriters”), Xponential Intermediate Holdings LLC, a Delaware limited liability company, and the selling stockholders named in Schedule B thereto (the “Selling Stockholders”), pursuant to which the Selling Stockholders agreed to sell to the Underwriters 5,000,000 shares of the Company’s Class A common stock, par value $0.0001 per share (the “Shares”). The Shares were sold at a public offering price of $24.50 per share, and were purchased by the Underwriters from the Selling Stockholders at a price of $23.34 per share.”
Xponential Fitness, Inc. reported the year ended December 31, 2022 results: revenue $241.4 million to $243.2 million, net income negative $3.0 million to positive $500 thousand.
“Preliminary Estimate of Results as of December 31, 2022 The Company estimates that for the year ended December 31, 2022: • revenue will be in the range of $241.4 million to $243.2 million, or an increase of 56% to 57% as compared to the year ended December 31, 2021; • net income (loss) will be in the range of negative $3.0 million to positive $500 thousand; and • adjusted EBITDA will be in the range of $71.3 million to $74.0 million, or an increase of 161% to 171% as compared to the year ended December 31, 2021.”
Xponential Fitness, Inc. reported fiscal year ended December 31, 2022 results: revenue Revenue in the range of $235.0 million to $240.0 million.
“$1.03 billion, exceeding the high end of the guidance range of $995.0 million to $1.005 billion, and an increase of 46% as compared to full year 2021; • Revenue in the range of $235.0 million to $240.0 million, or an increase of 53% at the midpoint as compared to full year 2021; and • Adjusted EBITDA (4) in the range of $70.0 million to $74.0 million, or an increase”
Xponential Fitness, Inc. incurred term loan of $130.0 million with Wilmington Trust, National Association, as administrative agent and collateral agent, and the lenders party thereto, including certain entities affiliated with MSD Partners.
“The Amendment provides for, among other things, additional term loans in an aggregate principal amount of $130.0 million (the “2023 Incremental Term Loan”), the proceeds of which will be used to fund the Repurchase Transactions (defined below) and the payment of fees, costs and expenses related to the Amendment and the Repurchase Transactions.”
Xponential Fitness, Inc. amended Fourth Amendment to Financing Agreement with Wilmington Trust, National Association and lenders including MSD Partners valued at $130.0 million additional term loans (effective 2023-01-09).
“On January 9, 2023, the Company and certain of the Company’s domestic subsidiaries entered into a fourth amendment (the “Amendment”) to its existing financing agreement dated as of April 19, 2021, as previously amended by the first amendment thereto dated as of July 27, 2021, the second amendment thereto dated as of August 8, 2021 and the third amendment thereto dated as of September 30, 2022 , with Wilmington Trust, National Association, as administrative agent and collateral agent, and the lenders party thereto, including certain entities affiliated with MSD Partners (together with the Amendment, the “Credit Agreement”).”
Jair Clarke was appointed as member of the Board at Xponential Fitness, Inc..
“elected and appointed Jair Clarke as a member of the Board”
Chelsea A. Grayson was appointed as Director at Xponential Fitness, Inc..
“elected and appointed Chelsea A. Grayson as a member of the Board of Directors of the Company”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.