Grabowski Mark 4

What Happened

• Mark Grabowski, a 10% owner of Xponential Fitness (XPOF) and a member of the issuer's board, was granted 4,881 deferred stock units (DSUs) on July 1, 2026. The grant is reported as an award/acquisition (code A) at $0.00 per unit (total cash consideration $0). The filing notes the DSUs are immediately vested.

Key Details

• Transaction date: 2026-07-01 (reported on Form 4 filed 2026-07-06)
• Transaction type/code: Award / Grant (A)
• Amount: 4,881 deferred stock units; price per unit reported $0.00 (no cash paid)
• Vesting: DSUs are immediately vested (footnote F1)
• Ownership after transaction: not specified in the provided filing
• Related party structure: Footnote F2 explains Mr. Grabowski’s control role via MGAG LLC and related entities (he is sole manager/controlling member)
• Filing timeliness: Report filed five days after the transaction date; this is later than the typical two-business-day Form 4 deadline and may be considered late reporting

Context

• DSUs are a form of deferred compensation representing a right to receive company equity or value in the future; this grant appears to be board compensation rather than an open-market purchase or sale. As a 10% owner and board member, this transaction reflects an awarded grant and not a market buy/sell that would directly signal trading intent.