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The filing is Amendment No. 5 to a Schedule 13D by Carl Daikeler reporting his holdings in The Beachbody Company, Inc. (Class A Common Stock and Class X Common Stock). Mr. Daikeler beneficially owns 2,576,991 shares of Class X Common Stock and 20,158 stock options to acquire Class A shares that are currently exercisable or will vest within 60 days. The Class A equivalent ownership is reported as 37.4% as of September 17, 2025 (based on 4,355,973 Class A shares outstanding) and was 37.5% as of June 5, 2025 (based on 4,336,409 outstanding). Each Class X share carries 10 votes; the filing reports Mr. Daikeler controls sole voting and dispositive power and held 81.4% voting power on September 17, 2025 (81.5% on June 5, 2025). The filing states no transactions in the prior 60 days and otherwise supplements earlier Schedule 13D filings.
The Beachbody Company, Inc. received a Schedule 13G showing that Whetstone Capital Advisors, LLC and David Atterbury together report beneficial ownership of 354,467 shares of Class A common stock, representing 8.3% of the class. The filing shows no sole voting or dispositive power; the reported positions are shared voting and shared dispositive power. The reporting persons certify the stake was not acquired to change or influence control and the filing identifies Whetstone as an investment adviser and Atterbury as a control/holding person in their capacities. This disclosure signals a significant passive stake above the 5% threshold without an intent to seek control.
The Beachbody Company, Inc. has filed a Form 25 to remove its Class A common stock, par value $0.0001 per share, from listing and/or registration under Section 12(b) of the Securities Exchange Act of 1934 on the New York Stock Exchange. The notification is signed by Chief Executive Officer Carl Daikeler, indicating the company believes it meets all requirements for filing this form.
The Beachbody Company, Inc. is moving the stock listing of its Class A common stock from the New York Stock Exchange to the Nasdaq Capital Market. The company notified the NYSE after receiving approval from Nasdaq.
Trading on the NYSE is expected to end at the close on September 2, 2025, and the shares are expected to begin trading on Nasdaq on September 3, 2025. The stock will continue to trade under the ticker symbol “BODI”. The company announced this listing transfer in a press release attached as an exhibit.
Insider sale by an officer: The reporting person, identified as Interim Chief Financial Officer Bradley Ramberg, disposed of 5,112 shares of Class A common stock at $5.22 per share. After the transaction the reporting person beneficially owned 104,038 shares, held directly. The Form 4 indicates this was an individual filing and reports a routine non-derivative sale of company stock.
The Beachbody Company, Inc. filed a Form S-8 to register 347,391, 69,478 and 132,580 shares of Class A common stock for issuance under its employee equity plans. The filing covers additional shares added on January 1, 2025 to the 2021 Incentive Award Plan and the 2021 Employee Stock Purchase Plan through their “evergreen” provisions, which allow automatic annual share increases. It also registers shares tied to restricted stock units granted under the 2021 Incentive Award Plan that were cancelled or forfeited before vesting and returned to the share pool. The shares are the same class as those previously registered on earlier S-8 filings, which are incorporated by reference.