H&W INVESTCO LP 4
4 · Xponential Fitness, Inc. · Filed May 13, 2022
Insider Transaction Report
Form 4
Grabowski Mark
Director10% Owner
Transactions
- Award
Class A Common Stock
2022-05-11+4,350→ 10,472 total
Holdings
- 9,131,338(indirect: H&W Investco LP II)
Class A Common Stock
- 9,928,019(indirect: H&W Investco LP)
Class B Common Stock
- 9,929,019(indirect: H&W Investco LP)
LLC Units in Xponential Holdings LLC
→ Class A Common Stock (9,928,019 underlying)
Footnotes (4)
- [F1]Represents the Issuer's Class A common stock subject to restricted stock units (RSUs) award granted to the Reporting Person for services on the Issuer's board of directors. All shares subject to the RSUs will vest, subject to continued service, on the first anniversary date of the Issuer's 2022 Annual Meeting of Stockholders.
- [F2]MGAG LLC is the general partner of H&W Investco LP and H&W Investco II LP. Mr. Grabowski is the sole manager of MGAG LLC and, through a wholly owned disregarded entity, the controlling member of MGAG LLC.
- [F3]Each LLC unit in Xponential Holdings LLC may be redeemed for, together with the cancellation of a share of Class B common stock, one share of Class A common stock or a cash payment equal to the volume weighted average market price of one share of Class A common stock for each LLC Unit redeemed. The LLC Units do not expire.
- [F4]The LLC Units are fully vested.