BlackRock reports 4.8% stake in Xponential Fitness (NYSE: XPOF)

Rhea-AI Filing Summary

Xponential Fitness, Inc. — BlackRock, Inc. reports beneficial ownership of 1,785,683 Class A shares, representing 4.8% of the class as of 03/31/2026.

The filing (Schedule 13G/A) shows BlackRock has 1,757,458 shares with sole voting power and 1,785,683 shares with sole dispositive power. The amendment is signed by Spencer Fleming on 04/27/2026.

Insights

Institutional Ownership Analyst

BlackRock holds a sub-5% passive stake in Xponential Fitness as disclosed in Schedule 13G/A.

The filing documents beneficial ownership of 1,785,683 Class A shares (4.8%) as of 03/31/2026, with sole voting and dispositive powers noted. The Schedule 13G/A form and the 5% threshold classification indicate a passive reporting status under applicable rules.

Future filings may update position size; subsequent Schedule 13 filings would show any material change in holdings or voting intent.

Key Figures

Beneficial ownership: 1,785,683 shares Percent of class: 4.8% Sole voting power: 1,757,458 shares +2 more

5 metrics

Beneficial ownership 1,785,683 shares Class A shares as of 03/31/2026

Percent of class 4.8% Percent of Class A shares reported

Sole voting power 1,757,458 shares Number with sole power to vote, Item 4(i)

Sole dispositive power 1,785,683 shares Number with sole power to dispose, Item 4(iii)

Filing signature date 04/27/2026 Signature date of Schedule 13G/A amendment

Key Terms

Schedule 13G/A, beneficially owned, sole dispositive power, sole voting power

4 terms

Schedule 13G/A regulatory

"Amendment No. 1 ) Xponential Fitness, Inc. Class A Stock"

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

beneficially owned financial

"this reflects the securities beneficially owned, or deemed to be beneficially owned"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

sole dispositive power financial

"Sole Dispositive Power 1,785,683.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

sole voting power financial

"Sole Voting Power 1,757,458.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

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

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Accepted by SEC EDGAR 04/27/2026 - 04:12 PM Learn about SEC filing dates

FAQ

How many XPOF shares does BlackRock report owning?

BlackRock reports beneficial ownership of 1,785,683 shares of Class A stock. The Schedule 13G/A lists this figure and shows it equals 4.8% of the Class A shares as of 03/31/2026.

What voting and disposition powers does BlackRock claim for XPOF shares?

BlackRock reports 1,757,458 shares with sole voting power and 1,785,683 shares with sole dispositive power. These counts are presented on the cover page and Item 4 of the filing.

What form did BlackRock file to report its XPOF stake?

BlackRock filed a Schedule 13G/A (Amendment No.1) reporting passive beneficial ownership. The cover references the form and the filing is signed on 04/27/2026.

Does the filing indicate anyone else owns more than 5% of Xponential Fitness?

The filing states various persons have rights to dividends or proceeds but notes no one person’s interest exceeds 5% of total outstanding common shares, per Item 6 language in the schedule.

What date is the ownership position reported as of in the filing?

The Schedule 13G/A lists the position as of 03/31/2026. The signature block shows the amendment was signed on 04/27/2026, which is the execution date of the filing.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Xponential Fitness, Inc.

(Name of Issuer)

Class A Stock

(Title of Class of Securities)

98422X101

(CUSIP Number)

03/31/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 98422X101

1

Names of Reporting Persons

BlackRock, Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 1,757,458.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 1,785,683.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,785,683.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.8 %

12

Type of Reporting Person (See Instructions)

HC

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Xponential Fitness, Inc.
(b)	Address of issuer's principal executive offices: 17877 VON KARMAN AVE, SUITE 100 IRVINE CA 92614
Item 2.
(a)	Name of person filing: BlackRock, Inc. In accordance with SEC Release No. 34-39538 (January 12, 1998), this Schedule 13G reflects the securities beneficially owned, or deemed to be beneficially owned, by certain business units (collectively, the "Reporting Business Units") of BlackRock, Inc. and its subsidiaries and affiliates. It does not include securities, if any, beneficially owned by other business units whose beneficial ownership of securities are disaggregated from that of the Reporting Business Units in accordance with such release.
(b)	Address or principal business office or, if none, residence: BlackRock, Inc., 50 Hudson Yards New York, NY 10001
(c)	Citizenship: See Item 4 of Cover Page
(d)	Title of class of securities: Class A Stock
(e)	CUSIP No.: 98422X101
Item 4.	Ownership
(a)	Amount beneficially owned: 1785683
(b)	Percent of class: 4.8 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 1757458
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 1785683
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Various persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the common stock of Xponential Fitness, Inc.. No one person's interest in the common stock of Xponential Fitness, Inc. is more than five percent of the total outstanding common shares.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See Exhibit 99
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

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.

BlackRock, Inc.

Signature:	Spencer Fleming
Name/Title:	Managing Director
Date:	04/27/2026

Exhibit Information

Exhibit 24: Power of Attorney Exhibit 99: Item 7