Here are the DEF 14A proxy statements from Interactive Strength Inc. (TRNR) in our archive over the last 12 months, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A DEF 14A covers the proxy statement, with executive pay and the shareholder votes, so if you follow TRNR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full TRNR filings page.
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.
Interactive Strength Inc. is asking stockholders to vote at its 2026 annual meeting on June 4, 2026 in Austin, Texas. Holders of 2,057,018 shares of common stock outstanding as of April 8, 2026 may vote, with one vote per share.
Key items include electing two Class III directors through the 2029 meeting and ratifying Deloitte & Touche LLP as auditor for 2026. Stockholders are also asked to approve, under Nasdaq Rule 5635, potential issuances of 20% or more of outstanding common stock tied to Series E preferred and Wattbike earn-out shares, and Series D preferred related to the Ergatta merger.
Other proposals seek to add an automatic share increase feature to the 2023 Stock Incentive Plan, authorize the board to implement one or more reverse stock splits between 1-for-4 and up to 1-for-100 within one year of the record date, hold advisory votes on executive pay and its future voting frequency, and permit adjournment to solicit more proxies.