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Interactive Strength (TRNR) SEC Filings

TRNR NASDAQ

Interactive Strength Inc. filings document the company’s connected fitness business, acquisition activity, capital structure and governance. Recent 8-K reports cover the completed Ergatta acquisition, material agreements, settlement and loan-recovery matters, debt exchanges, amendments to charter documents and the designation of Series D convertible preferred stock.

The filing record also includes securities-offering disclosures tied to an at-the-market common stock program and shelf registration statement, along with proxy materials covering shareholder voting, executive compensation and governance matters. These filings provide formal records of TRNR’s operating and financial results, preferred and common equity terms, financing arrangements and corporate actions.

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Interactive Strength, Inc. (TRNR) exchanged $7,685,090 of outstanding unsecured convertible-note obligations for 768,509 Series R Convertible Preferred shares on September 30, 2026; the notes were cancelled. Each preferred share has a $10 stated value and is convertible at the holder’s option at a $2.83 conversion price. A 4.99% beneficial ownership limit may be raised to 9.99%, effective on the 61st day after notice. Common shares outstanding were 1,619,907 as of September 30, 2026. The company also agreed to reimburse holders $50,000 for legal fees.

Wattbike substantially completed a refinancing on October 1, 2026: its prior facility was repaid and terminated, and its term-loan and invoice-discounting agreements provide aggregate financing of up to £1,375,000. The £625,000 term loan is repayable over 24 months in monthly installments of £31,389.72. The invoice facility has a £750,000 limit and advances up to 80% of approved receivables. A separate inventory facility allows borrowing of up to £750,000; an initial £245,000 loan was expected by October 12, subject to drawdown conditions. Inventory loans are payable upon the lender’s demand and secured by charges over Wattbike’s assets. Wattbike paid an £85,000 exit fee to terminate the prior facility.

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Interactive Strength, Inc. (TRNR) reports that Alessandra Schaer Gotbaum is a ten percent owner and has filed an initial ownership report. The filing lists direct holdings of 237,092 shares of Common Stock, with no new purchases or sales reported and no derivative securities disclosed.

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Interactive Strength, Inc. (TRNR) filed an amended initial ownership report showing that Aulet Thomas Barclay is a more than ten percent owner of the company’s common stock. The filing reports that he directly holds 251,627 shares of TRNR common stock, with no specific transactions reported in this amendment.

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Interactive Strength, Inc. (TRNR) disclosed that Thomas Barclay Aulet is a ten percent owner of the company and reported a direct holding of 791,735 shares of Common Stock as of this initial statement of beneficial ownership.

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Interactive Strength Inc. (TRNR) reported that stockholders approved six capital-structure and equity proposals at a special meeting held August 28, 2026. There were 1,619,702 common shares outstanding as of the record date, with 1,063,035 shares represented, constituting a quorum.

Stockholders approved Nasdaq-related issuance proposals permitting potential issuance of 20% or more of current common shares upon conversion or exchange of existing preferred stock, new Series F preferred stock for the STEPR, Inc. acquisition, outstanding promissory notes, and outstanding warrants. They also approved adding 5,000,000 shares to the 2023 Stock Incentive Plan plus an automatic increase tied to Series F conversions, and granted the board discretionary authority to implement one or more reverse stock splits within a range of 1-for-4 to 1-for-100 within one year of the record date.

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Interactive Strength Inc. is asking stockholders to approve several actions at a special meeting on August 28, 2026. As of August 13, 2026, there were 1,619,702 shares of common stock outstanding, each with one vote. Key proposals seek Nasdaq Rule 5635 approval for potential issuances of 20% or more of outstanding common stock from multiple instruments: existing Series A, C, D and E preferred stock; new Series F preferred stock to acquire STEPR, Inc.; outstanding convertible promissory notes; and warrants to purchase 344,170 shares.

The STEPR deal includes up to $19,000,000 of Series F preferred stock that could convert into approximately 5,223,256 common shares at maximum scaling factors. The company also seeks to add 5,000,000 shares to its 2023 Stock Incentive Plan plus automatic increases tied to preferred-to-common conversions. Another proposal would authorize the board, at its discretion, to implement one or more reverse stock splits between 1-for-4 and an aggregate of 1-for-100 by August 13, 2027, primarily to help meet Nasdaq listing and market value requirements. The board recommends voting “FOR” all proposals, while acknowledging that the share issuances and any reverse split could significantly dilute existing holders.

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Interactive Strength Inc. reported sharp top-line growth but continued heavy losses for the quarter ended June 30, 2026. Revenue rose to $6.6 million from $1.2 million a year earlier, driven by Connected Fitness Product sales in the U.S. and Europe and growing membership revenue. Gross profit improved to $3.2 million from a prior gross loss, reflecting higher scale after the Wattbike and Ergatta acquisitions.

Despite this, the company posted a quarterly net loss attributable to common stockholders of $7.1 million and a six‑month net loss of $17.8 million, with an accumulated deficit of $245.4 million. Total assets were $56.5 million against total liabilities of $53.2 million, including substantial loans and convertible notes. Management discloses that recurring operating losses, reliance on external financing, limited available liquidity of about $1.7 million beyond the issuance date, and approximately $23.1 million of debt maturing within twelve months raise substantial doubt about the company’s ability to continue as a going concern. The financial statements assume the company will continue to operate and do not reflect potential restructuring or insolvency outcomes.

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Interactive Strength Inc. entered into several exchange agreements on August 10 and 12, 2026 with holders of its Series A Convertible Preferred Stock and promissory notes. Holders exchanged these securities for an aggregate of 205,000 shares of common stock, including a $537,000 remainder note exchange for 150,000 shares at $3.58 per share and other exchanges at $3.42 per share. After these exchanges and other unregistered issuances, 1,619,702 common shares were outstanding as of August 12, 2026. The company relied on the Section 3(a)(9) exemption, with no additional cash consideration and no commissions, and the new shares are restricted securities bearing legends.

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Interactive Strength Inc. is calling a special stockholder meeting on August 28, 2026 to approve multiple capital-structure changes that could lead to substantial new Common Stock issuance and a reverse stock split. Stockholders are asked to approve, under various Nasdaq Listing Rules, the potential issuance of 20% or more of outstanding Common Stock from four sources: conversion of existing Series A, C, D and E Preferred Stock; conversion of new Series F Preferred Stock to be issued as part of the proposed STEPR acquisition; conversion of outstanding convertible promissory notes; and exercise or exchange of outstanding warrants.

The company also seeks to amend its 2023 Stock Incentive Plan to add 5,000,000 shares and introduce an automatic increase equal to 10% of Common Stock issued from Series F conversions. Another proposal would give the Board authority, for up to one year after the record date, to implement one or more Reverse Stock Splits between 1-for-4 and 1-for-100 to support Nasdaq listing compliance and capital flexibility. The company highlights that all these issuances and any reverse splits could significantly dilute existing holders and affect trading liquidity.

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Rhea-AI Summary

Interactive Strength Inc. entered into multiple exchange transactions from August 3 through August 7, 2026, with holders of its convertible preferred stock and a promissory note. These Exchange Agreements converted various series of preferred stock and $142,000 of note principal into shares of common stock at exchange prices at or above the Nasdaq Minimum Price.

In total, the company issued 798,719 shares of common stock as Exchange Shares. After these and other unregistered issuances, common stock outstanding was 1,380,396 shares as of August 7, 2026. The exchanges relied on the Section 3(a)(9) exemption under the Securities Act, involved only existing security holders, included no commissions or additional cash consideration, and resulted in restricted shares bearing legends. Certain holders, including Alessandra Gotbaum and Thomas Aulet, fully exchanged their remaining Series D2 preferred holdings.

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FAQ

How many Interactive Strength (TRNR) SEC filings are available on StockTitan?

StockTitan tracks 65 SEC filings for Interactive Strength (TRNR), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Interactive Strength (TRNR)?

The most recent SEC filing for Interactive Strength (TRNR) was filed on October 13, 2026.