Welcome to our dedicated page for Expion360 SEC filings (Ticker: XPON), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Expion360 Inc. SEC filings document the regulatory record for a Nevada lithium battery company with common stock traded on the Nasdaq Capital Market. Recent 8-K reports furnish financial results and preliminary results, Regulation FD stockholder communications, and material-event disclosures tied to the company’s operating outlook and leadership changes.
The filings also cover capital-structure and public-company matters, including an at-the-market issuance sales agreement, a completed private placement, pre-funded warrant terms, common-stock registration framework and Nasdaq continued-listing compliance notices. These documents describe the company’s equity financing tools, warrant mechanics, exchange-listing status, emerging growth company status, exhibits and related disclosure controls for a small public operating company.
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. announced that Brian Schaffner has resigned from his additional role as Interim Chief Financial Officer and will continue to serve solely as Chief Executive Officer and a member of the board. The board appointed Shawna Bowin, previously the Company’s Controller, as Chief Financial Officer and principal financial officer, effective September 3, 2025.
Bowin has over 20 years of accounting experience and joined Expion360 in 2022, becoming Controller in February 2025. Under a new employment agreement effective September 3, 2025, she will receive a base salary of $192,000, a one-time bonus of $192,000 tied to her appointment and prior performance, and eligibility for annual bonuses and participation in the Company’s benefit and incentive plans. The agreement also includes indemnification and standard restrictive covenants such as one-year non-compete, non-solicitation, non-disparagement, and confidentiality provisions.
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.
Expion360 Inc. entered into an inducement offer letter with the holders of a substantial majority of its August Series A warrants and all holders of its January warrants. In this agreement, the company reduced the exercise price of the August Series A Warrants from $5.206 per share to $1.31 per share and the January Warrants from $2.36 per share to $1.31 per share in exchange for the simultaneous exercise of these warrants.
The August Series A Warrants, issued on August 8, 2024 and exercisable until September 30, 2029, and the January Warrants, issued on January 3, 2025 and exercisable until January 3, 2030, both relate to shares of common stock that have already been registered for resale on effective Form S-1 registration statements. The filing also notes that the inducement letter includes customary representations, warranties, and covenants between Expion360 and the warrant holders.
Expion360 reported meaningful sales growth but remains loss-making with material liquidity and listing risks. Net sales rose to $2.99 million for the three months ended June 30, 2025, up 134% from $1.28 million a year earlier, and to $5.04 million for the six months, up 124% versus 2024. Gross profit improved, and net loss narrowed to $1.37 million for the quarter (a 38% improvement) and $2.52 million for six months (a 43% improvement). Cash and cash equivalents were $684,920 at June 30, 2025, and the company carried an accumulated deficit of $37.1 million. Management disclosed substantial doubt about the company’s ability to continue as a going concern. The company completed a January 2025 public offering that generated $2.60 million gross ($1.78 million net) and used $500,000 toward a suspended reverse-split cash true-up, leaving a suspended liability of $4.49 million. Customer concentration remains high (two customers = ~53% of quarterly sales). On July 1, 2025 Nasdaq staff determined the company failed the $1.00 minimum bid price rule and initiated delisting proceedings; a hearing is scheduled for August 19, 2025.
Expion360 Inc. announced that it furnished a press release and investor presentation reporting financial results for the fiscal quarter ended June 30, 2025 and will host a conference call to discuss those results.
The company confirmed it has regained compliance with Nasdaq Listing Rule 5550(a)(2) after its common stock closed above $1.00 for the required period, so its shares remain listed and traded on The Nasdaq Capital Market; a previously scheduled appeal hearing was cancelled.