Xponential Fitness: Fund 1 reports about 9.9% stake

Cash-settled swaps provide economic exposure to 3,573,826 notional shares, without voting or disposition power over the referenced shares.

Rhea-AI Filing Summary

Xponential Fitness, Inc. (XPOF) reporting person Fund 1 Investments, LLC reports beneficial ownership of 4,170,610 Class A common shares, approximately 9.9% of the class. It has sole voting and dispositive power over those shares. The reported percentage is based on 42,219,000 shares outstanding as of July 31, 2026. The shares were purchased with working capital of the Funds, and their aggregate purchase price was approximately $25,854,365, including brokerage commissions.

The amendment reflects an additional purchase of 10,000 shares on August 21, 2026, at $5.0470 per share. Separate cash-settled total return swaps provide economic exposure to 3,573,826 notional shares, approximately 8.5% of outstanding shares, without voting or disposition power over the referenced shares. The reporting person also previously sold short over-the-counter cash-settled put options referencing 2,500,000 shares, with a $5 exercise price and an October 16, 2026 expiration.

Key Figures

Beneficially owned shares: 4,170,610 shares Share of class beneficially owned: Approximately 9.9% Shares outstanding: 42,219,000 shares +5 more

8 metrics

Beneficially owned shares 4,170,610 shares Fund 1 Investments, LLC; as of the date hereof

Share of class beneficially owned Approximately 9.9% Based on 42,219,000 shares outstanding as of July 31, 2026

Shares outstanding 42,219,000 shares As of July 31, 2026

Aggregate purchase price Approximately $25,854,365 For 4,170,610 shares; includes brokerage commissions

Additional shares purchased 10,000 shares Purchased August 21, 2026

Purchase price per share $5.0470 per share Purchase on August 21, 2026

Cash-settled swap exposure 3,573,826 notional shares; approximately 8.5% Economic exposure under cash-settled total return swaps

Cash-settled put options 2,500,000 shares; $5 per share; October 16, 2026 Over-the-counter options; exercise price and expiration date

Key Terms

Cash-Settled Swaps, notional Shares, cash-settled put options, dispositive power

4 terms

Cash-Settled Swaps financial

"cash-settled total return swap agreements"

notional Shares financial

"3,573,826 notional Shares"

cash-settled put options financial

"sold short over-the-counter cash-settled put options"

dispositive power regulatory

"sole power to dispose or direct the disposition"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many XPOF shares does Fund 1 Investments beneficially own?

Fund 1 Investments, LLC reported beneficial ownership of 4,170,610 XPOF Class A common shares, approximately 9.9% of the class. It reported sole voting and dispositive power over those shares. The percentage calculation used 42,219,000 shares outstanding as of July 31, 2026.

What is Fund 1 Investments' XPOF swap exposure?

Cash-settled total return swaps provide Fund 1 Investments with economic exposure to 3,573,826 notional shares, approximately 8.5% of outstanding shares. The swaps do not give it voting or disposition power over the referenced shares.

What XPOF share purchase does the amendment report?

The amendment reflects Fund 1 Investments' purchase of 10,000 shares on August 21, 2026, at $5.0470 per share. It describes this as an update to the beneficial ownership included in Amendment No. 1.

What was the aggregate purchase price of Fund 1 Investments' XPOF shares?

The aggregate purchase price for the 4,170,610 beneficially owned shares was approximately $25,854,365, including brokerage commissions. The shares were purchased with working capital of the Funds, which may include margin loans made by brokerage firms in the ordinary course of business.

What are the terms of Fund 1 Investments' XPOF put options?

The reporting person previously sold short over-the-counter cash-settled put options referencing 2,500,000 shares. The options have an exercise price of $5 per share and expire on October 16, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/07/2026 - 05:20 PM Accepted by SEC EDGAR 10/07/2026 - 05:20 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Xponential Fitness, Inc.

(Name of Issuer)

Class A common stock, par value $0.0001 per share

(Title of Class of Securities)

98422X101

(CUSIP Number)

Fund 1 Investments, LLC
100 Carr 115, Unit 1900,
Rincon, PR, 00677
804-363-4458

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

10/02/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 98422X101

1

Name of reporting person

Fund 1 Investments, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 4,170,610.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 4,170,610.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

4,170,610.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

9.9 %

14

Type of Reporting Person (See Instructions)

HC, OO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A common stock, par value $0.0001 per share
(b)	Name of Issuer: Xponential Fitness, Inc.
(c)	Address of Issuer's Principal Executive Offices: 17877 VON KARMAN AVE, SUITE 100, IRVINE, CALIFORNIA , 92614.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and restated to read as follows: The Shares beneficially owned by the Reporting Person were purchased with working capital of the Funds (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business). The aggregate purchase price of the 4,170,610 Shares beneficially owned by the Reporting Person is approximately $25,854,365, including brokerage commissions.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read as follows: The aggregate percentage of Shares reported beneficially owned by the Reporting Person is based on 42,219,000 Shares outstanding as of July 31, 2026, which is the total number of Shares outstanding as reported in the Issuer's quarterly report on Form 10-Q filed with the Securities and Exchange Commission on August 7, 2026. As of the date hereof, the Reporting Person beneficially owned 4,170,610 Shares, constituting approximately 9.9% of the outstanding Shares.
(b)	Item 5(b) is hereby amended and restated to read as follows: The Reporting Person has sole power (i) to vote or direct the vote of, and (ii) to dispose or direct the disposition of, the 4,170,610 Shares held by the Funds.
(c)	Item 5(c) is hereby amended and restated to read as follows: There have been no transactions in the Shares of the Issuer by the Reporting Person since the filing of Amendment No. 1 to the Schedule 13D. This Amendment reflects an update to the Reporting Person's beneficial ownership of Shares included in Amendment No. 1 to the Schedule 13D, reflecting that on August 21, 2026, the Reporting Person purchased an additional 10,000 Shares at a price of $5.0470 per Share.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 is hereby amended to add the following: The Reporting Person has entered into certain cash-settled total return swap agreements (the "Cash-Settled Swaps") with an unaffiliated third-party financial institution, which provide the Reporting Person with economic exposure to an aggregate of 3,573,826 notional Shares, representing approximately 8.5% of the outstanding Shares. The Cash-Settled Swaps provide the Reporting Person with economic results that are comparable to the economic results of ownership, but do not provide the Reporting Person with the power to vote or direct the voting or dispose of or direct the disposition of the Shares that are the subject of the Cash-Settled Swaps. As previously disclosed, the Reporting Person has sold short over-the-counter cash-settled put options referencing an aggregate of 2,500,000 Shares, which have an exercise price of $5 per Share and an expiration date of October 16, 2026.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Fund 1 Investments, LLC

Signature:	/s/ Benjamin C. Cable
Name/Title:	Benjamin C. Cable, Chief Compliance Officer
Date:	10/07/2026