SEC Form SC 13G filed by Xponential Fitness Inc.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities and Exchange Act of 1934
Xponential Fitness, Inc
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
98422X101
(CUSIP Number)
September 30, 2024
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
This Schedule is filed pursuant to Rule 13d-1(b)
The information required in the remainder of this cover page (except any items to which the form provides a cross-reference) 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.
CUSIP NO. 98422X101
| 1) |
Name of Reporting Person Ameriprise Financial, Inc.
S.S. or I.R.S. Identification No. of Above Person IRS No. 13-3180631 | |||||
| 2) | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒*
* This filing describes the reporting person’s relationship with other persons, but the reporting person does not affirm the existence of a group. | |||||
| 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
0 | ||||
| 6) | Shared Voting Power
1,617,535 | |||||
| 7) | Sole Dispositive Power
0 | |||||
| 8) | Shared Dispositive Power
1,619,115 | |||||
|
9) |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,619,115 | |||||
| 10) | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11) | Percent of Class Represented by Amount In Row (9)
5.03% | |||||
| 12) | Type of Reporting Person
HC | |||||
CUSIP NO. 98422X101
| 1) |
Name of Reporting Person Columbia Management Investment Advisers, LLC
S.S. or I.R.S. Identification No. of Above Person IRS No. 41-1533211 | |||||
| 2) | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒*
* This filing describes the reporting person’s relationship with other persons, but the reporting person does not affirm the existence of a group. | |||||
| 3) | SEC Use Only
| |||||
| 4) | Citizenship or Place of Organization
Minnesota | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5) | Sole Voting Power
0 | ||||
| 6) | Shared Voting Power
1,617,535 | |||||
| 7) | Sole Dispositive Power
0 | |||||
| 8) | Shared Dispositive Power
1,617,535 | |||||
|
9) |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,617,535 | |||||
| 10) | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11) | Percent of Class Represented by Amount In Row (9)
5.03% | |||||
| 12) | Type of Reporting Person
IA | |||||
CUSIP NO. 98422X101
| 1) |
Name of Reporting Person Columbia Wanger Asset Management, LLC
S.S. or I.R.S. Identification No. of Above Person IRS No. 04-3519872 | |||||
| 2) | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒*
* This filing describes the reporting person’s relationship with other persons, but the reporting person does not affirm the existence of a group. | |||||
| 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
0 | ||||
| 6) | Shared Voting Power
1,615,503 | |||||
| 7) | Sole Dispositive Power
0 | |||||
| 8) | Shared Dispositive Power
1,615,503 | |||||
|
9) |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,615,503 | |||||
| 10) | Check if the Aggregate Amount in Row (9) Excludes Certain Shares
Not Applicable | |||||
| 11) | Percent of Class Represented by Amount In Row (9)
5.02% | |||||
| 12) | Type of Reporting Person
IA | |||||
| 1(a) | Name of Issuer: | Xponential Fitness, Inc | ||
| 1(b) | Address of Issuer’s Principal Executive Offices: | 17877 Von Karman Ave., Suite 100 | ||
| Irvine, CA 92614 | ||||
| 2(a) | Name of Person Filing: | (a) Ameriprise Financial, Inc. (“AFI”) | ||
| (b) Columbia Management Investment | ||||
| Advisers, LLC (“CMIA”) | ||||
| (c) Columbia Wanger Asset Management, | ||||
| LLC (“CWAM”) | ||||
| 2(b) | Address of Principal Business Office: | (a) Ameriprise Financial, Inc. | ||
| 145 Ameriprise Financial Center | ||||
| Minneapolis, MN 55474 | ||||
| (b) 290 Congress St. | ||||
| Boston, MA 02210 | ||||
| (c) 71 S Wacker Drive, Suite 2500 | ||||
| Chicago, IL 60606 | ||||
| 2(c) | Citizenship: | (a) Delaware | ||
| (b) Minnesota | ||||
| (c) Delaware | ||||
| 2(d) | Title of Class of Securities: | Class A Common Stock | ||
| 2(e) | Cusip Number: | 98422X101 | ||
| 3 | Information if statement is filed pursuant to Rules 13d-1(b) or 13d-2(b): |
(a) Ameriprise Financial, Inc.
A parent holding company in accordance with Rule 13d-1(b)(1)(ii)(G). (Note: See Item 7)
(b) Columbia Management Investment Advisers, LLC
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
(c) Columbia Wanger Asset Management, LLC
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
| 4 | Incorporated by reference to Items (5)-(9) and (11) of the cover page pertaining to each reporting person. |
AFI, as the parent company of CMIA and CWAM, may be deemed to beneficially own the shares reported herein by those reporting persons. Accordingly, the shares reported herein by AFI include those shares separately reported herein by those reporting persons.
Each of AFI, CMIA and CWAM disclaims beneficial ownership of any shares reported on this Schedule.
| 5 | Ownership of 5% or Less of a Class: Not Applicable |
| 6 | Ownership of more than 5% on Behalf of Another Person: Not Applicable |
| 7 | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company: |
AFI: See Exhibit I
| 8 | Identification and Classification of Members of the Group: |
Not Applicable
| 9 | Notice of Dissolution of Group: |
Not Applicable
| 10 | Certification: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect.
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.
Dated: November 14, 2024
| Ameriprise Financial, Inc. | ||
| By: | /s/ Michael G. Clarke | |
| Name: | Michael G. Clarke | |
| Title: | Senior Vice President, North America Head of Operations & Investor Services | |
| Columbia Management Investment | ||
| Advisers, LLC | ||
| By: | /s/ Michael G. Clarke | |
| Name: | Michael G. Clarke | |
| Title: | Senior Vice President, North America Head of Operations & Investor Services | |
| Columbia Wanger Asset Management, LLC | ||
| By: | /s/ Michael G. Clarke | |
| Name: | Michael G. Clarke | |
| Title: | Chief Financial Officer and Assistant Treasurer | |
| Contact Information | ||
| Charles Chiesa | ||
| VP Fund Treasurer | ||
| Global Operations and Investor Services | ||
| Telephone: 617-385-9593 | ||
Exhibit Index
| Exhibit I | Identification and Classification of the Subsidiary which acquired the Security Being Reported on by the Parent Holding Company. | |
| Exhibit II | Joint Filing Agreement | |