Xponential Fitness, Inc.·4

May 21, 7:08 PM ET

Voss Capital, LP 4

4 · Xponential Fitness, Inc. · Filed May 21, 2026

Research Summary

AI-generated summary of this filing

Updated

Xponential Fitness (XPOF) 10% Owner Voss Capital Buys 200,005 Shares

What Happened
Voss Capital, LP (part of a reporting group that includes Voss Value Master Fund, Voss Value‑Oriented Special Situations Fund, Voss Advisors GP, LLC and Travis W. Cocke) acquired a total of 200,005 shares of Xponential Fitness, Inc. (XPOF) in open‑market purchases on May 19–20, 2026. Purchases were executed at prices ranging from $4.64 to $5.50 per share for a combined cash outlay of approximately $963,886. These were outright purchases (code P), i.e., buys rather than sales.

Key Details

  • Transaction dates: May 19 and May 20, 2026. Prices ranged roughly $4.64–$5.50 per share.
  • Total shares acquired: 200,005. Total cash spent: ≈ $963,886.
  • Shares owned after transaction: The filing excerpt does not state an exact post‑transaction share count; footnotes indicate the reporting group beneficially owns over 10% of XPOF.
  • Filing timeliness: Form 4 was filed May 21, 2026 (covers trades on May 19–20) — appears to be filed within the usual 2‑business‑day deadline (timely).
  • Footnotes: The report is a joint filing by multiple Voss entities and Travis W. Cocke. Each entity disclaims beneficial ownership except to the extent of its pecuniary interest; funds are managed/controlled by Voss GP/Voss Capital and Mr. Cocke, per the footnotes.

Context

  • This is institutional/investment‑manager buying activity by a reported >10% owner group, not a routine insider executive sale. Purchases by large shareholders can be interpreted as increased exposure but do not, by themselves, reveal intent.
  • No options exercises, gifts, or tax withholding were reported in these transactions — solely open‑market purchases (code P).

Insider Transaction Report

Form 4
Period: 2026-05-19
Transactions
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-19$4.64/sh+23,599$109,549782,252 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-19$4.64/sh+23,599$109,549805,851 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-19$4.70/sh+26,656$125,243832,507 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-19$4.70/sh+26,656$125,243859,163 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-19$4.83/sh+4,720$22,785863,883 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-19$4.83/sh+4,720$22,785868,603 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-19$4.83/sh+24$116868,627 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-19$4.83/sh+23$111868,650 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-19$4.77/sh+3,969$18,918872,619 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-19$4.77/sh+3,969$18,918876,588 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-19$4.77/sh+11,800$56,236888,388 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-19$4.77/sh+11,799$56,232900,187 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-20$5.50/sh+12,074$66,395912,261 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F2]
    2026-05-20$5.50/sh+12,073$66,389924,334 total(indirect: By: Voss Value Master Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F3]
    2026-05-19$4.64/sh+9,778$45,390159,778 total(indirect: By: Voss Value-Oriented Special Situations Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F3]
    2026-05-19$4.70/sh+11,044$51,890170,822 total(indirect: By: Voss Value-Oriented Special Situations Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F3]
    2026-05-19$4.83/sh+1,956$9,442172,778 total(indirect: By: Voss Value-Oriented Special Situations Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F3]
    2026-05-19$4.83/sh+10$48172,788 total(indirect: By: Voss Value-Oriented Special Situations Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F3]
    2026-05-19$4.77/sh+1,645$7,841174,433 total(indirect: By: Voss Value-Oriented Special Situations Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F3]
    2026-05-19$4.77/sh+4,889$23,300179,322 total(indirect: By: Voss Value-Oriented Special Situations Fund, L.P.)
  • Purchase

    Class A common stock, par value $0.0001 per share

    [F1][F3]
    2026-05-20$5.50/sh+5,002$27,506184,324 total(indirect: By: Voss Value-Oriented Special Situations Fund, L.P.)
Footnotes (3)
  • [F1]This Form 4 is filed jointly by Voss Value Master Fund, LP ("Voss Value Master Fund"), Voss Value-Oriented Special Situations Fund, LP ("Voss Value-Oriented Special Situations Fund"), Voss Advisors GP, LLC ("Voss GP"), Voss Capital, LP ("Voss Capital") and Travis W. Cocke (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a group for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, that collectively beneficially owns over 10% of the Issuer's outstanding shares of Common Stock. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  • [F2]Securities owned directly by Voss Value Master Fund. Voss GP, as the general partner of Voss Value Master Fund, may be deemed to beneficially own the securities owned directly by Voss Value Master Fund. Voss Capital, as the investment manager of Voss Value Master Fund, may be deemed to beneficially own the securities owned directly by Voss Value Master Fund. Mr. Cocke, as the managing member of Voss Capital and Voss GP, may be deemed to beneficially own the securities owned directly by Voss Value Master Fund.
  • [F3]Securities owned directly by Voss Value-Oriented Special Situations Fund. Voss GP, as the general partner of Voss Value-Oriented Special Situations Fund, may be deemed to beneficially own the securities owned directly by Voss Value-Oriented Special Situations Fund. Voss Capital, as the investment manager of Voss Value-Oriented Special Situations Fund, may be deemed to beneficially own the securities owned directly by Voss Value-Oriented Special Situations Fund. Mr. Cocke, as the managing member of Voss Capital and Voss GP, may be deemed to beneficially own the securities owned directly by Voss Value-Oriented Special Situations Fund.

Documents

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