Board of Directors Removes Anthony Geisler from
CEO Duties, Discloses Investigation, and Reaffirms Guidance
Xponential Fitness, Inc. (NYSE: XPOF) (“Xponential” or the
“Company”), today announced that the Company’s Board of Directors
has appointed Brenda Morris, an experienced C-Suite executive and
member of Xponential’s Board of Directors since 2019, as interim
Chief Executive Officer, effective immediately. In connection with
Ms. Morris’ appointment as Interim CEO, Chelsea Grayson has been
appointed Lead Independent Director of the Board. The Board has
removed Anthony Geisler from his duties and suspended him
indefinitely as CEO, also effective immediately.
The Company received notice on May 7, 2024 of an investigation
by the United States Attorney’s Office for the Central District of
California (“USAO”). The Company previously disclosed an
investigation by the Securities and Exchange Commission (“SEC”).
The Company intends to continue cooperating with the SEC and
intends to cooperate with the USAO. The Board has formed a Special
Committee of Directors, comprising independent directors Ms.
Grayson, Jair Clarke and Jeffrey Lawrence, to investigate these
matters.
“The Board has determined that appointing Brenda Morris to serve
as Interim CEO is in the best interest of Xponential, its
employees, customers, franchisees and shareholders,” said Mark
Grabowski, Chairman of Xponential. “Over the last five years,
Brenda has been a deeply involved Board member as we have pursued
Xponential’s mission to make health and wellness accessible to
everyone. The Board and I have every confidence that Brenda will be
an excellent leader during this period and we look forward to
working alongside her.”
“Since I joined the board in early 2019, I’ve seen firsthand the
demand for our boutique health and wellness brands, leading to
tremendous growth for Xponential reaching customers all over the
world,” said Ms. Morris, Xponential’s Interim CEO. “My focus from
day one will be to continue to capitalize on that potential by
continuing to enhance our Company's franchise model, optimize
performance in our existing studio base and grow our studio
presence. We have a deep and experienced team at Xponential, and
together we expect to continue to build on the solid momentum
underway.”
The Board has retained a leading executive search firm to assist
with CEO succession planning.
Reaffirms 2024 Guidance
The Company notes that it is re-affirming its full-year 2024
guidance previously announced on May 2, 2024, in conjunction with
its first quarter 2024 financial results.
About Brenda Morris
Ms. Morris has served on Xponential’s board of directors since
May 2019. She has over 35 years of experience in finance,
accounting and operations roles concentrated in consumer products,
food and beverage, retail and wholesale sectors. Ms. Morris is a
Partner at CSuite Financial Partners, an executive services firm,
which she joined in November 2015. As a Partner at CSuite, Ms.
Morris has served as Interim CEO, COO and CFO for several companies
where she executed on successful exits and assisted with the
transition of leadership and the next chapters for companies such
as DIME Beauty, Little Sleepies and Killstar.com. Previously, Ms.
Morris served as Chief Financial Officer at Apex Parks Group from
2016 to 2019, as Senior Vice President, Finance at Hot Topic, Inc.
from 2015 to 2016, and as Chief Financial Officer at 5.11 Tactical
from 2013 to 2015.
Ms. Morris currently serves on the boards of directors of Boot
Barn Holdings, Inc. and iHerb.com. She served on the board of
directors of Ideal Image Development, Inc. from 2020 until 2024 and
on the board of directors for Duluth Holdings Inc. (DLTH) from 2015
until 2022. Ms. Morris holds a B.A. from Pacific Lutheran
University and an M.B.A. from Seattle University. Ms. Morris holds
a NACD Directorship Certification® and NACD Cyber-Risk Oversight
Certification®.
About Xponential Fitness, Inc.
Xponential Fitness, Inc. (NYSE: XPOF) is one of the leading
global franchisors of boutique health and wellness brands. Through
its mission to make health and wellness accessible to everyone, the
Company operates a diversified platform of ten brands spanning
across verticals including Pilates, indoor cycling, barre,
stretching, rowing, dancing, boxing, strength training, metabolic
health, and yoga. In partnership with its franchisees, Xponential
offers energetic, accessible, and personalized workout experiences
led by highly qualified instructors in studio locations throughout
the U.S. and internationally, with franchise, master franchise and
international expansion agreements in 49 U.S. states and 22
additional countries. Xponential’s portfolio of brands includes
Club Pilates, the largest Pilates brand in the United States;
CycleBar, the largest indoor cycling brand in the United States;
StretchLab, the largest assisted stretching brand in the United
States offering one-on-one and group stretching services; Row
House, the largest franchised indoor rowing brand in the United
States; AKT, a dance-based cardio workout combining toning,
interval and circuit training; YogaSix, the largest yoga brand in
the United States; Pure Barre, a total body workout that uses the
ballet barre to perform small isometric movements, and the largest
Barre brand in the United States; Rumble, a boxing-inspired full
body workout; BFT, a functional training and strength-based
program; and Lindora, a leading provider of medically guided
wellness and metabolic health solutions. For more information,
please visit the Company’s website at xponential.com.
Forward-Looking Statements
This press release contains forward-looking statements that are
based on current expectations, estimates, forecasts and projections
of future performance based on management's judgment, beliefs,
current trends, and anticipated product performance. These
forward-looking statements include, but are not limited to,
statements relating to the affirmation of previously-issued
guidance. Forward-looking statements involve risks and
uncertainties that may cause actual results to differ materially
from those contained in the forward-looking statements. These
factors include, but are not limited to, our relationships with
master franchisees, franchisees and international partners;
difficulties and challenges in opening studios by franchisees; the
ability of franchisees to generate sufficient revenues; risks
relating to expansion into international markets; loss of
reputation and brand awareness; general economic conditions and
industry trends; and other risks as described in our SEC filings,
including our Annual Report on Form 10-K for the full year ended
December 31, 2023, filed by Xponential with the SEC, and other
periodic reports filed with the SEC. Other unknown or unpredictable
factors or underlying assumptions subsequently proving to be
incorrect could cause actual results to differ materially from
those in the forward-looking statements. Although we believe that
the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, level of activity,
performance, or achievements. You should not place undue reliance
on these forward-looking statements. All information provided in
this press release is as of today’s date, unless otherwise stated,
and Xponential undertakes no duty to update such information,
except as required under applicable law.
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version on businesswire.com: https://www.businesswire.com/news/home/20240510090681/en/
Investors Addo Investor Relations investor@xponential.com
(310) 829-5400
Media Joele Frank, Wilkinson Brimmer Katcher Andi Rose /
Lyle Weston / Maggie Carangelo media@xponential.com
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