Expion360 SEC Filings

Expion360 Inc. (XPON) reported a director equity award on a Form 4. On October 16, 2025, the director received 40,000 restricted stock units (RSUs), recorded at a transaction price of $0.00 per unit.

The grant size equals approximately $60,000 of common stock based on the grant-date closing price. The RSUs vest in full on October 16, 2026, conditioned on continued service on the board through that date. Following this grant, the reporting person beneficially owned 40,000 shares directly.

Expion360 (XPON)10/16/2025. The form was signed by an attorney-in-fact and includes a Power of Attorney (Exhibit 24.1). This is an initial ownership report and indicates no reported holdings at the time of filing.

Expion360 (XPON) reported an insider equity award for its Chief Financial Officer. The filing shows a grant of 100,000 restricted stock units (RSUs), each representing one share of common stock, that vested in full on October 17, 2025. Following the transaction, the officer beneficially owned 104,370 shares, held directly. The RSU grant was made under the company’s 2021 Incentive Award Plan and carried a reported price of $0.00 per unit, consistent with equity compensation awards.

Expion360 (XPON) reported an initial ownership filing for its Chief Financial Officer. The officer directly holds 4,370 shares of common stock.

Derivative holdings include stock options for 25 shares at $345 expiring 03/11/2034, another 25 shares at $345 expiring 03/11/2034, and 4,819 shares at $0.769 expiring 07/31/2035. Per the plan, the options vest in 12 equal quarterly installments from 06/30/2024 through 03/31/2027.

Expion360 (XPON) completed a private placement on October 16, 2025, selling 613,077 shares of common stock at $1.65 and a pre-funded warrant to purchase up to 144,498 shares at $1.6499. The pre-funded warrant is immediately exercisable at $0.001 per share. The company received net proceeds of approximately $1.1 million, earmarked to pay severance obligations and for working capital and general corporate purposes.

In connection with the financing, CEO Brian Schaffner resigned as CEO and will continue as a director and consultant through January 31, 2026; his severance includes 24 months of base salary and 100,000 fully vested RSUs. President and Chairman Paul Shoun also resigned and will receive 24 months of base salary and 100,000 fully vested RSUs. The Board appointed Joseph Hammer as CEO and Chairman with a $330,000 base salary and up to $3,000 per month in office expense reimbursement. The lead investor was Pioneer Capital Anstalt, advised by Mr. Hammer and LHX. The Board expanded to six and appointed Scott Burell as an independent director and Compensation Committee member.

Expion360, Inc. confirmed it has regained compliance with Nasdaq Listing Rule 5550(b)(1), the rule that sets minimum bid-price requirements for continued listing. As a result, the company’s common stock (par value $0.001) remains listed and tradable on The Nasdaq Capital Market. The filing states this return to compliance as an other event and does not disclose additional remedial actions, timing details, or related financial metrics.

Expion360 Inc. reported that holders exercised a total of 4,878,942 warrants (4,279,749 Series A Warrants and 599,193 January Warrants), resulting in issuance of 4,878,942 shares of common stock and net cash proceeds of approximately $5.65 million after fees and expenses. The company states the previously recorded "Reverse Stock Split Cash True-up Payment" liability tied to Section 3.8 of the Series A Warrants is no longer payable.

Following these exercises, 1,006,943 Series A Warrants remain outstanding with a $1.31 exercise price exercisable through September 30, 2029, and 449,193 January Warrants remain outstanding with a $1.31 exercise price exercisable through January 3, 2030. The filing includes unaudited pro forma balance sheet information adjusted as if the warrant adjustments occurred on June 30, 2025; the company notes these estimates have not been reviewed by its independent auditors and are for informational purposes only.