Statistik Asas
| LEI | 894500AQB1UGVWW6LW76 |
| CIK | 1785056 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Interactive Strength Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
| September 4, 2025 |
As filed with the Securities Exchange Commission on September 4, 2025 As filed with the Securities Exchange Commission on September 4, 2025 Registration No. |
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| September 4, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) INTERACTIVE STRENGTH INC. |
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| August 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| August 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41610 INTERACTIVE STRENGTH INC. |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 14, 2025 |
Exhibit 99.1 INTERACTIVE STRENGTH INC. Interactive Strength Inc. (Nasdaq: TRNR) Reports Second Quarter 2025 Results, Increases 2025 Pro Forma Revenue Guidance to more than $80M Company Reports Quarterly Revenue of $1.2 Million; Net Loss and Loss per Diluted Share of $2.2 Million and $2.13 Quarterly Adjusted EBITDA Loss of $1.7 Million Reflects 40% YOY Improvement TRNR held 29.6 Million FET tokens |
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| August 8, 2025 |
Exhibit 10.3 August 8, 2025 Re: Note Purchase Agreement WHEREAS, this letter agreement (the “Letter Agreement”) is entered into in connection with that certain Note Purchase Agreement, dated as of February 1, 2024 (as amended, restated, supplemented or otherwise modified from time to time, the “Note Purchase Agreement”; capitalized terms used herein that are undefined shall have the meaning given |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 05, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 8, 2025 |
Exhibit 10.1 AUGUST 2025 SETTLEMENT AGREEMENT THIS AUGUST 2025 SETTLEMENT AGREEMENT (this “Agreement”) is dated as of August 5, 2025 (the “Effective Date”), by and between Interactive Strength Inc., a Delaware corporation (the “Company”) and Vertical Investors, LLC, a Mississippi limited liability company (“Vertical” and together with the Company, the “Parties”). WHEREAS, on April 24, 2024, the Co |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| August 8, 2025 |
Exhibit 10.2 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT, is dated as of August 8, 2025 (this “Agreement”), by and between Interactive Strength Inc., a Delaware corporation (the “Borrower”) and Vertical Investors, LLC, a Mississippi limited liability company (“Lender” and together with the Borrower, the “Parties”). WHEREAS, Borrower and Lender are parties to that certain Credit Agreement dated as o |
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| August 4, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) INTERACTIVE STRENGTH INC. |
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| August 4, 2025 |
As filed with the Securities Exchange Commission on August 4, 2025 As filed with the Securities Exchange Commission on August 4, 2025 Registration No. |
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| July 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| July 15, 2025 |
As filed with the Securities Exchange Commission on July 15, 2025 As filed with the Securities Exchange Commission on July 15, 2025 Registration No. |
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| July 15, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Interactive Strength Inc. |
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| July 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 07, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| July 11, 2025 |
Exhibit 10.1 INTERACTIVE STRENGTH INC. July 7, 2025 Holder of Common Stock Purchase Warrants Issued in January 2025 Re: Inducement Offer to Exercise Existing Common Stock Purchase Warrants Issued in January 2025 (this “Letter Agreement”) Dear Holder: Reference is made to that certain Warrant To Purchase Common Stock, dated January 28, 2025 (the “Warrant”), issued by Interactive Strength Inc. (the |
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| July 11, 2025 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-284788 PROSPECTUS SUPPLEMENT NO. 1 (to Prospectus dated February 14, 2025) Interactive Strength Inc. Up to 377,801 Shares of Common Stock This prospectus supplement supplements the prospectus dated February 14, 2025 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-284788). This prospectus supplement is b |
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| July 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 01, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| July 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| July 2, 2025 |
Certificate of Designation of Series E Convertible Preferred Stock of Interactive Strength Inc. Exhibit 3.2 CERTIFICATE OF DESIGNATION OF SERIES e Convertible PREFERRED STOCK OF INTERACTIVE STRENGTH Inc. Pursuant to Section 151 of the General Corporation Law of the State of Delaware (the “DGCL”) I, the Chief Executive Officer of Interactive Strength Inc., a corporation organized and existing under the DGCL (the “Corporation”), in accordance with the provisions of Section 103 thereof, DO HERE |
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| July 2, 2025 |
Certificate of Amendment to the Certificate of Incorporation of Interactive Strength Inc. Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF INTERACTIVE STRENGTH INC. Interactive Strength Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Company”), hereby certifies that: FIRST: The name of this Company is Interactive Strength Inc. SECOND: The original certificate of incorporation of the |
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| June 27, 2025 |
Exhibit 4.1 INTERACTIVE STRENGTH INC. AND , TRUSTEE INDENTURE DATED AS OF , 2025 DEBT SECURITIES INTERACTIVE STRENGTH INC. RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939 AND INDENTURE, DATED AS OF , 2025 Exhibit 4.1 Section of Trust Indenture Act of 1939 Section(s) of Indenture § 310(a)(1) 609 (a)(2) 609 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5) 609 (b) 608, 610 § 311(a) 613 ( |
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| June 27, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) INTERACTIVE STRENGTH INC. |
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| June 27, 2025 |
As filed with the Securities Exchange Commission on June 27, 2025 As filed with the Securities Exchange Commission on June 27, 2025 Registration No. |
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| June 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 06, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 12, 2025 |
Certificate of Designation of Series LTI Convertible Preferred Stock of Interactive Strength Inc. Exhibit 3.1 CERTIFICATE OF DESIGNATION OF SERIES LTI Convertible PREFERRED STOCK OF INTERACTIVE STRENGTH Inc. Pursuant to Section 151 of the General Corporation Law of the State of Delaware (the “DGCL”) I, the Chief Executive Officer of Interactive Strength Inc., a corporation organized and existing under the DGCL (the “Corporation”), in accordance with the provisions of Section 103 thereof, DO HE |
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| June 11, 2025 |
Exhibit 99.1 Interactive Strength Inc. (Nasdaq: TRNR) Enters into $500 Million Facility to Acquire AI-focused $FET Tokens and Launch Crypto Treasury Asset Strategy ATW Partners and DWF Labs invested $55 million in initial closing TRNR is expected to have the largest US publicly listed crypto treasury focused on an AI-token TRNR enters into technology collaboration with Fetch.ai to power its fitnes |
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| June 11, 2025 |
Form of Registration Rights Agreement Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June , 2025, is by and among Interactive Strength, Inc., a Delaware corporation with offices located at 1005 Congress Avenue, Suite 925, Austin, Texas 78701 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”). RECITALS A. In connection with the Sec |
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| June 11, 2025 |
Form of Secured Convertible Exchangeable Note Exhibit 4.1 [FORM OF SECURED CONVERTIBLE EXCHANGEABLE NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE |
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| June 11, 2025 |
Form of Security and Pledge Agreement Exhibit 10.4 SECURITY AND PLEDGE AGREEMENT SECURITY AND PLEDGE AGREEMENT, dated as of June 10, 2025 (this “Agreement”), made by Interactive Strength Treasury LLC, a Delaware limited liability company with offices located at 1005 Congress Ave, Suite 925, Austin, Texas 78701 (the “Company”), and each of the undersigned direct and indirect and direct Subsidiaries (as defined below) of the Company fro |
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| June 11, 2025 |
Form of Master Netting Agreement Exhibit 10.3 MASTER NETTING AGREEMENT MASTER NETTING AGREEMENT (the “Agreement”), dated as of June , 2025, by and among Interactive Strength Inc., a Delaware corporation with offices located at 1005 Congress Avenue, Suite 925, Austin, TX 78701 (the “Company”), Interactive Strength Treasury LLC, its wholly owned subsidiary, a Delaware limited liability company (the “Treasury Subsidiary”, and togeth |
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| June 11, 2025 |
Exhibit 10.5 BACKSTOP AGREEMENT This Backstop Agreement (this “Agreement”), dated as of June , 2025 (the “Effective Date”), is by and among Interactive Strength, Inc., a Delaware corporation (“TRNR Parent”), Interactive Strength Treasury LLC, a Delaware limited liability company (“TRNR”), and FET US I LLC, a Delaware limited liability company (“Fetch”). WHEREAS, TRNR Parent and Fetch.AI Limited, a |
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| June 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 11, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 10, 2025, is by and among Interactive Strength Inc., a Delaware corporation with offices located at 1005 Congress Avenue, Suite 925, Austin, TX 78701 (the “Company”), Interactive Strength Treasury LLC, its wholly owned subsidiary, a Delaware limited liability company (the “Treasury Sub |
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| June 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 04, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 10, 2025 |
Exhibit 4.1 INTERACTIVE STRENGTH INC. PROMISSORY NOTE $725,000 Made as of June 4, 2025 Subject to the terms and conditions of this promissory note (the “Note”), for value received, INTERACTIVE STRENGTH, INC., a Delaware corporation (the “Company”), hereby promises to pay to S INTERACTIVE LLC, or its registered assigns (“Holder”), the principal sum of seven hundred and twenty-five thousand dollars |
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| June 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 03, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 29, 2025 |
Exhibit 10.2 MAY 22, 2025 AMENDED AND RESTATED USD 5,600,000 Loan Agreement between Sportstech Brands Holding GmbH as Borrower and Interactive Strength Inc. as Lender TABLE OF CONTENTS CLAUSE PAGE 1. Facilities and Discount 3 2. Purpose 4 3. Conditions of Utilisation 4 4. Utilisation / Compensation for Non-Utilisation 5 5. Interest 5 6. Capitalisation option 6 7. Term and Extension Option 6 8. Man |
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| May 29, 2025 |
Exhibit 10.1 May 22, 2025 1st Amendment and Restatement Agreement relating to USD 2,250,000 LOAN AGREEMENT (1. Nachtrags- und Neufassungsvereinbarung zum USD 2.250.000 Darlehensvertrag) between Sportstech Brands Holding GmbH as Borrower and Interactive Strength Inc. as Lender Contents CLAUSE PAGE 1. Definitions; Interpretation and Finance Document 3 2. Conditions Precedent 4 3. Amendment of Origin |
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| May 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 27, 2025 |
Warrant to Purchase Common Stock, issued May 21, 2025 Exhibit 4.2 NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (COLLECTIVELY, THE “SECURITIES”), HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR UNDER ANY STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRAN |
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| May 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 27, 2025 |
Promissory Note, issued as of May 21, 2025 Exhibit 4.1 INTERACTIVE STRENGTH INC. PROMISSORY NOTE $2,000,000 Made as of May 21, 2025 Subject to the terms and conditions of this promissory note (the “Note”), for value received, INTERACTIVE STRENGTH, INC., a Delaware corporation (the “Company”), hereby promises to pay to WOODWAY USA, INC., a Wisconsin corporation or its registered assigns (“Holder”), the principal sum of two million dollars a |
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| May 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41610 INTERACTIVE STRENGTH INC. |
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| May 19, 2025 |
Exhibit 99.1 INTERACTIVE STRENGTH INC. Interactive Strength Inc. (Nasdaq: TRNR) Reports First Quarter 2025 Results, Increases 2025 Pro Forma Revenue Guidance to more than $75M Company Reports Quarterly Revenue of $1.4 Million; Net Loss and Earnings per Diluted Share of $6.6 Million and $1.74 Quarterly Adjusted EBITDA Loss of $2.5 Million Reflects 29% YOY Improvement Stockholders’ Equity Was $13.8 |
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| May 19, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 15, 2025 |
NT 10-Q 1 q125delayedfiling.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Repo |
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| May 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 01, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 2, 2025 |
Exhibit 4.1 THE SECURITIES REPRESENTED BY THIS PROMISSORY NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT OR AN AVAILABLE EXEMPTION UN |
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| May 2, 2025 |
Exhibit 10.1 SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT, is dated as of May 1, 2025 (this “Agreement”), by and between Interactive Strength Inc., a Delaware corporation (the “Company”) and Berenberg Capital Markets LLC (“Recipient” and together with the Company, the “Parties”). WHEREAS, as of the date hereof the Company owes the Recipient $500,000.00 (the “Total Liability”) for certain advisor |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Amendment No. 1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-41610 |
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| April 25, 2025 |
Interactive Strength Inc. 6,846,970 Shares of Common Stock Filed Pursuant to Rule 424(b)(4) Registration No. 333-286579 Prospectus Interactive Strength Inc. 6,846,970 Shares of Common Stock This prospectus relates to the offering and resale by TR Opportunities I LLC (the “Selling Stockholder”) of 6,846,970 shares of common stock, $0.0001 par value (“Common Stock”) of Interactive Strength Inc. (the “Company”), consisting of: (a) 6,017,094 shares of Common |
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| April 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 18, 2025 |
Exhibit 10.1 April 18, 2025 Re: Note Purchase Agreement WHEREAS, this letter agreement (the “Letter Agreement”) is entered into in connection with that certain Note Purchase Agreement, dated as of February 1, 2024 (as amended, restated, supplemented or otherwise modified from time to time, the “Note Purchase Agreement”; capitalized terms used herein that are undefined shall have the meaning given |
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| April 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 17, 2025 |
INTERACTIVE STRENGTH INC. 1005 Congress Avenue, Suite 925 Austin, Texas 78701 INTERACTIVE STRENGTH INC. 1005 Congress Avenue, Suite 925 Austin, Texas 78701 April 17, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Interactive Strength Inc. Registration Statement on Form S-1 File No. 333-286579 REQUEST FOR ACCELERATION OF EFFECTIVENESS Requested Date: April 18, 2025 Requested Time: 4:30 p.m. |
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| April 16, 2025 |
Exhibit 107 CALCULATION OF REGISTRATION FEE FORM S-1 (Form Type) INTERACTIVE STRENGTH Inc. |
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| April 16, 2025 |
As filed with the Securities and Exchange Commission on April 16, 2025 As filed with the Securities and Exchange Commission on April 16, 2025 Registration No. |
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| April 11, 2025 |
Exhibit 99.1 Interactive Strength Inc. (NASDAQ “TRNR”) Signs Binding Agreement to Acquire Wattbike, a $15M+, Omni-Channel, Connected, Indoor- Performance-Bike Business Transaction Expected to Help TRNR Generate More than $65M in 2025 Revenue on a Pro Forma basis Wattbike is the Leading, Indoor-Bike Brand for Elite-Athlete Training and is Used by Olympians and Professional Sports Teams Worldwide – |
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| April 11, 2025 |
Exhibit 2.1 DATE: April 8 2025 AGREEMENT FOR THE SALE AND PURCHASE OF THE ENTIRE ISSUED SHARE CAPITAL and Loan Notes OF Wattbike (Holdings) Limited Among (1) THE PERSONS whose names are set out in Part 1 of Schedule 1 (as Shareholders) and (2) THE PERSONS whose names are set out in Part 2 of Schedule 1 (as Loan Note Holders) and (3) INTERACTIVE STRENGTH INC (as Buyer) Table of Contents 1. Definiti |
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| April 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 08, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 7, 2025 |
Confidentially submitted to the Securities and Exchange Commission on April 7, 2025. |
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| April 4, 2025 |
Exhibit 10.1 MARCH 2025 SETTLEMENT AGREEMENT THIS MARCH 2025 SETTLEMENT AGREEMENT (this “Agreement”) is dated as of March 31, 2025 (the “Effective Date”), by and between Interactive Strength Inc., a Delaware corporation (the “Company”) and Vertical Investors, LLC, a Mississippi limited liability company (“Vertical” and together with the Company, the “Parties”). WHEREAS, on April 24, 2024, the Comp |
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| April 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 31, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 31, 2025 |
Exhibit 99.1 INTERACTIVE STRENGTH INC. Interactive Strength Inc. (Nasdaq: TRNR) Reports Fourth Quarter & Year-End 2024 Results Company Delivers Quarterly Revenue of $2.4 Million as Projected or $5.4 Million for full-year 2024 Quarterly Net Loss and Earnings per Diluted Share of $5.8 Million and $7.26 Quarterly Adjusted EBITDA Loss of $1.9 Million Reflects 42% Improvement YOY and 19% Sequentially S |
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| March 31, 2025 |
Interactive Strength Inc. Insider Trading Policy Exhibit 19.1 INTERACTIVE STRENGTH INC. INSIDER TRADING AND COMMUNICATIONS POLICY Policy as to Trades in the Company’s Securities By Company Personnel and Treatment of Confidential Information (as revised by the Board of Directors on October 8, 2023) 1. Purpose. Both the Securities and Exchange Commission (the “SEC”) and Congress are very concerned about maintaining the fairness and integrity of th |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-41610 INTERACTIVE STR |
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| March 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 12, 2025 |
Exhibit 99.1 Interactive Strength Inc. (Nasdaq: TRNR) Raises $3.6M in 3-year Notes from Existing Institutional Investor Latest investment follows previously-announced investment in TRNR of $2.9M, reflecting investor’s increased enthusiasm for Company’s growth and acquisition strategy, including last week’s Letter of Intent Company looks forward to appearing at this week’s HFA Summit in Las Vegas A |
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| March 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 7, 2025 |
Exhibit 4.1 tHE SECURITIES REPRESENTED BY THIS PROMISSORY NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT OR AN AVAILABLE EXEMPTION UN |
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| March 7, 2025 |
Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| March 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 03, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 28, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Inc |
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| March 7, 2025 |
Exhibit 10.1 SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT is dated as of March 5, 2025 (this “Agreement”), by and between Interactive Strength Inc., a Delaware corporation (the “Company”) and Pillsbury Winthrop Shaw Pittman LLP (“Recipient” and together with the Company, the “Parties”). WHEREAS, as of the date hereof the Company owes the Recipient $3,958,985.85 (the “Total Liability”) for certai |
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| March 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 03, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissio |
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| March 3, 2025 |
Exhibit 10.1 March 3, 2025 Re: Note Purchase Agreement WHEREAS, this letter agreement (the “Letter Agreement”) is entered into in connection with that certain Note Purchase Agreement, dated as of February 1, 2024 (as amended, restated, supplemented or otherwise modified from time to time, the “Note Purchase Agreement”; capitalized terms used herein that are undefined shall have the meaning given t |
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| February 20, 2025 |
Interactive Strength Inc. Up to 3,778,008 Shares of Common Stock Filed Pursuant to Rule 424(b)(4) Registration Number 333-284788 Prospectus Interactive Strength Inc. |
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| February 14, 2025 |
Exhibit 10.1 10 fEBRUARY 2025 BINDING TRANSACTION AGREEMENT between INTERACTIVE STRENGTH INC. and Ali Ahmad and SPORTSTECH BRANDS HOLDING GMBH Contents Clause Page § 1 Key points of the intended Transaction 4 § 2 Preconditions 4 § 3 Exclusivity 4 § 4 Confidentiality 5 § 5 Schedule 5 § 6 Binding effect 5 § 7 Costs 5 § 8 Miscellaneous 6 2 Binding Transaction Agreement THIS BINDING TRANSACTION AGREEM |
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| February 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☒ Definitive Proxy State |
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| February 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commis |
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| February 12, 2025 |
INTERACTIVE STRENGTH INC. 1005 Congress Avenue, Suite 925 Austin, Texas 78701 INTERACTIVE STRENGTH INC. 1005 Congress Avenue, Suite 925 Austin, Texas 78701 February 12, 2025 VIA EDGAR U.S. Securities & Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Interactive Strength Inc. Registration Statement on Form S-1 File No. 333-284788 REQUEST FOR ACCELERATION OF EFFECTIVENESS Requested Date: February 14, 2025 Requested Time: 4:30 |
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| February 12, 2025 |
As filed with the Securities and Exchange Commission on February 12, 2025. As filed with the Securities and Exchange Commission on February 12, 2025. Registration No. 333-284788 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INTERACTIVE STRENGTH INC. (Exact name of registrant as specified in its charter) Delaware 3600 82-1432916 (State or Other Jurisdiction of Incor |
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| February 12, 2025 |
Exhibit 107 CALCULATION OF REGISTRATION FEE FORM S-1 (Form Type) INTERACTIVE STRENGTH Inc. |
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| February 7, 2025 |
Form of Registration Rights Agreement Exhibit 10.32 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 28, 2025, is by and among Interactive Strength Inc., a Delaware corporation with offices located at 1005 Congress Ave, Suite 925, Austin, Texas 78701 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”). RECITALS A. In connection with the S |
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| February 7, 2025 |
Form of Class A Incremental Note Purchase Warrant Exhibit 4.17 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| February 7, 2025 |
As filed with the Securities and Exchange Commission on February 7, 2025. As filed with the Securities and Exchange Commission on February 7, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INTERACTIVE STRENGTH INC. (Exact name of registrant as specified in its charter) Delaware 3600 82-1432916 (State or Other Jurisdiction of Incorporation or Organization) |
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| February 7, 2025 |
Exhibit 107 CALCULATION OF REGISTRATION FEE FORM S-1 (Form Type) INTERACTIVE STRENGTH Inc. |
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| February 7, 2025 |
Exhibit 4.16 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| February 7, 2025 |
Form of Security and Pledge Agreement Exhibit 10.34 SECURITY AND PLEDGE AGREEMENT SECURITY AND PLEDGE AGREEMENT, dated as of January 28, 2025 (this “Agreement”), made by Interactive Strength Inc., a Delaware corporation with offices located at 1005 Congress Ave, Suite 925, Austin, Texas 78701 (the “Company”), and each of the undersigned direct and indirect and direct Subsidiaries (as defined below) of the Company from time to time, if |
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| February 7, 2025 |
Form of Senior Secured Convertible Note Exhibit 4.15 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| February 7, 2025 |
Form of Securities Purchase Agreement Exhibit 10.31 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 28, 2025, is by and among Interactive Strength Inc., a Delaware corporation with offices located at 1005 Congress Ave, Suite 925, Austin, Texas 78701 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectivel |
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| February 7, 2025 |
Form of Class B Incremental Note Purchase Warrant Exhibit 4.18 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| February 7, 2025 |
Exhibit 10.33 Execution Version GUARANTY This GUARANTY, dated as of January 28, 2025 (this “Guaranty”), is made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of TR OPPORTUNITIES I LLC, in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the “Buyers” party to the Securities Purchase Agreeme |
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| February 5, 2025 |
Exhibit 10.1 EXCHANGE AGREEMENT EXCHANGE AGREEMENT (the “Agreement”) is made as of February 4, 2025, by and between Interactive Strength Inc., a Delaware corporation (the “Company”), and TR Opportunities II LLC, a Delaware limited liability company (the “Holder”). WHEREAS, the Holder is holder and owner, as assignee of Yves Behar, of the following secured promissory notes issued by the Company (co |
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| February 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 04, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commis |
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| February 5, 2025 |
Form of Secured Convertible Note Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| February 4, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commiss |
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| February 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☐ Definitive Proxy State |
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| February 4, 2025 |
Exhibit 10.1 january 27, 2025 USD 2,250.000 Loan Agreement between Sportstech Brands Holding GmbH as Borrower and Interactive Strength Inc. as Lender 1 TABLE OF CONTENTS CLAUSE PAGE 1. Loan and Discount 4 2. Purpose 5 3. Conditions of Utilisation 5 4. Utilisation / Compensation for Non-Utilisation 6 5. Interest 6 6. Capitalisation option 7 7. Term and Extension Option 7 8. Mandatory Prepayment 7 9 |
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| February 4, 2025 |
Exhibit 10.2 PLEDGES over the Shares in SPORTSTECH BRANDS HOLDING GMBH (Verpfändung der Geschäftsanteile an der Sportstech Brands Holding GmbH) between ALI AHMAD as Pledgor Sportstech Brands Holding GmbH as Pledged Company and Interactive Strength Inc. as Pledgee Execution Version Contents CLAUSE PAGE 1. Definitions and Interpretation 3 2. Creation of Pledge over Shares 6 3. Security Purpose 6 4. |
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| February 3, 2025 |
Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| February 3, 2025 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 28, 2025, is by and among Interactive Strength Inc., a Delaware corporation with offices located at 1005 Congress Ave, Suite 925, Austin, Texas 78701 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”). RECITALS A. In connection with the Se |
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| February 3, 2025 |
Exhibit 10.3 Execution Version GUARANTY This GUARANTY, dated as of January 28, 2025 (this “Guaranty”), is made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of TR OPPORTUNITIES I LLC, in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the “Buyers” party to the Securities Purchase Agreemen |
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| February 3, 2025 |
Form of Security and Pledge Agreement Exhibit 10.4 SECURITY AND PLEDGE AGREEMENT SECURITY AND PLEDGE AGREEMENT, dated as of January 28, 2025 (this “Agreement”), made by Interactive Strength Inc., a Delaware corporation with offices located at 1005 Congress Ave, Suite 925, Austin, Texas 78701 (the “Company”), and each of the undersigned direct and indirect and direct Subsidiaries (as defined below) of the Company from time to time, if |
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| February 3, 2025 |
Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| February 3, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 28, 2025, is by and among Interactive Strength Inc., a Delaware corporation with offices located at 1005 Congress Ave, Suite 925, Austin, Texas 78701 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively |
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| February 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 28, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commiss |
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| February 3, 2025 |
Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| February 3, 2025 |
Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| January 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commiss |
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| January 29, 2025 |
Exhibit 10.1 DECEMBER 2024 SETTLEMENT AGREEMENT THIS DECEMBER 2024 SETTLEMENT AGREEMENT (this “Agreement”) is dated as of January 23, 2025 (the “Effective Date”), by and between Interactive Strength Inc., a Delaware corporation (the “Company”) and Vertical Investors, LLC, a Mississippi limited liability company (“Vertical” and together with the Company, the “Parties”). WHEREAS, on April 24, 2024, |
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| January 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2025 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commiss |
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| January 21, 2025 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF DESIGNATION OF SERIES C Convertible PREFERRED STOCK OF INTERACTIVE STRENGTH Inc. Pursuant to Section 242 of the General Corporation Law of the State of Delaware (the “DGCL”) I, the Chief Executive Officer of Interactive Strength Inc., a corporation organized and existing under the DGCL (the “Corporation”), in accordance with the provisions of Section |
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| January 21, 2025 |
Exhibit 10.1 January 14, 2025 Re: Note Purchase Agreement WHEREAS, this letter agreement (the “Letter Agreement”) is entered into in connection with that certain Note Purchase Agreement, dated as of February 1, 2024 (as amended, restated, supplemented or otherwise modified from time to time, the “Note Purchase Agreement”; capitalized terms used herein that are undefined shall have the meaning give |
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| December 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commis |
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| December 19, 2024 |
Exhibit 3.1 December 13, 2024 Re: Note Purchase Agreement WHEREAS, this letter agreement (the “Letter Agreement”) is entered into in connection with that certain Note Purchase Agreement, dated as of February 1, 2024 (as amended, restated, supplemented or otherwise modified from time to time, the “Note Purchase Agreement”; capitalized terms used herein that are undefined shall have the meaning give |
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| December 13, 2024 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF DESIGNATION OF SERIES B Convertible PREFERRED STOCK OF INTERACTIVE STRENGTH Inc. Pursuant to Section 242 of the General Corporation Law of the State of Delaware (the “DGCL”) I, the Chief Executive Officer of Interactive Strength Inc., a corporation organized and existing under the DGCL (the “Corporation”), in accordance with the provisions of Section |
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| December 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commis |
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| November 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commis |
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| November 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commis |
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| November 15, 2024 |
Amended and Restated Senior Secured Convertible Promissory Note, issued November 11, 2024 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE SOLD OR TRANSFERRED WITHOUT COMPLIANCE WITH THE REGISTRATION OR QUALIFICATION PROVISIONS OF APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR APPLICABLE EXEMPTIONS THEREFROM. |
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| November 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 11, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commis |
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| November 14, 2024 |
Exhibit 99.1 INTERACTIVE STRENGTH INC. Interactive Strength Inc. (Nasdaq: TRNR) Reports Third Quarter 2024 Results Net Loss and Earnings per Diluted Share of $7.1 million and $1.53 Adjusted EBITDA was a $2.3 million loss, a $1.0 million improvement versus third quarter of 2023 The Company achieved third quarter revenue guidance of $2.0 million, a growth of 325% versus second quarter of 2024 The Co |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41610 INTERACTIVE STRENGTH INC. |
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| November 14, 2024 |
Exhibit 3.2 AMENDMENT TO CERTIFICATE OF DESIGNATION OF SERIES A CONVERTIBLE PREFFERED STOCK OF INTERACTIVE STRENGTH INC. (Pursuant to Sections 242 of the General Corporation Law of the State of Delaware) Interactive Strength Inc., a Delaware corporation (the “Corporation”), does hereby certify: Pursuant to authority expressly granted and vested in the Board of Directors of the Corporation (the “Bo |
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| November 14, 2024 |
Certificate of Amendment to the Certificate of Incorporation of Interactive Strength Inc. Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF INTERACTIVE STRENGTH INC. Interactive Strength Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Company”), hereby certifies that: FIRST: The name of this Company is Interactive Strength Inc. SECOND: The original certificate of incorporation of the |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 08, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commis |
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| November 14, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commis |
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| November 13, 2024 |
SC 13G/A 1 ea022071813-13ga1intrainter.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Interactive Strength Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 45840Y203 (CUSIP Number) September 30, 2024 (Date of Event Whic |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commiss |
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| October 4, 2024 |
Exhibit 10.2 AMENDMENT TO LOSS RESTORATION AGREEMENT This AMENDMENT TO LOSS RESTORATION AGREEMENT (the “Amendment”) is dated and effective as of September 30, 2024 (the “Amendment Effective Date”), by and between INTERACTIVE STRENGTH, INC., a Delaware corporation (the “Borrower”) and VERTICAL INVESTORS, LLC, a Mississippi limited liability company (together with its successors assigns, the “Lender |
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| October 4, 2024 |
Exhibit 10.1 EXCHANGE AND SETTLEMENT AGREEMENT THIS EXCHANGE AND SETTLEMENT AGREEMENT (this “Agreement”) is dated as of September 30, 2024 (the “Effective Date”), by and between Interactive Strength Inc., a Delaware corporation (the “Company”) and Vertical Investors, LLC, a Mississippi limited liability company (“Vertical” and together with the Company, the “Parties”). WHEREAS, on April 24, 2024, |
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| October 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commi |
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| October 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 25, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commi |
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| October 1, 2024 |
Certificate of Designation of Series C Convertible Preferred Stock of Interactive Strength Inc. Exhibit 3.1 CERTIFICATE OF DESIGNATION OF SERIES C Convertible PREFERRED STOCK OF INTERACTIVE STRENGTH Inc. Pursuant to Section 151 of the General Corporation Law of the State of Delaware (the “DGCL”) I, the Chief Executive Officer of Interactive Strength Inc., a corporation organized and existing under the DGCL (the “Corporation”), in accordance with the provisions of Section 103 thereof, DO HERE |
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| September 17, 2024 |
Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commi |
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| September 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 04, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commi |
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| September 10, 2024 |
Exhibit 10.1 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT, is dated as of September 4, 2024 (this “Agreement”), by and between Interactive Strength Inc., a Delaware corporation (the “Borrower”) and Vertical Investors, LLC, a Mississippi limited liability company (“Lender” and together with the Borrower, the “Parties”). WHEREAS, Borrower and Lender are parties to that certain Credit Agreement dated a |
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| September 5, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 30, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 23, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41610 INTERACTIVE STRENGTH INC. |
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| August 14, 2024 |
TRNR / Interactive Strength Inc. / block.one - FORM SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* INTERACTIVE STRENGTH INC. (Name of Issuer) common stock, par value $0.0001 per share (Title of Class of Securities) 45840Y 104 (CUSIP Number) block.one c/o Maples Corporate Services Limited, PO Box 309 Ugland House, Grand Cayman KY1-1104 Grand Cayman Wit |
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| August 14, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 14, 2024 |
Exhibit 99.1 INTERACTIVE STRENGTH INC. Interactive Strength Inc. (Nasdaq: TRNR) Reports Second Quarter 2024 Results Net Loss and Earnings per Diluted Share of $10.6 million and $17.48 Adjusted EBITDA was a $2.9 million loss, a $2.8 million improvement versus second quarter of 2023 The Company expects to generate between $2.0 million and $2.5 million in revenue in the third quarter of 2024 Austin, |
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| August 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☒ Definitive Proxy State |
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| July 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a‑6(e)(2)) ☐ Definitive Proxy State |
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| July 25, 2024 |
INTERACTIVE STRENGTH INC. Up to $10,040,615 Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-279035 PROSPECTUS SUPPLEMENT (To prospectus dated May 8, 2024) INTERACTIVE STRENGTH INC. Up to $10,040,615 Common Stock This prospectus supplement amends, supplements and supersedes certain information contained in the prospectus supplement dated May 17, 2024, as amended, supplemented and superseded by the prospectus supplement dated May 23, 20 |
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| July 10, 2024 |
Exhibit 99.1 Interactive Strength Inc. (Nasdaq: TRNR) Regains Compliance with Nasdaq Listing Rule about Minimum Bid Price Austin, TX – July 10, 2024 - Interactive Strength Inc. (Nasdaq: TRNR) (“TRNR” or “the Company”), maker of innovative specialty fitness equipment under the CLMBR and FORME brands, today announced that the Company received a letter on July 8, 2024 from the Staff at Nasdaq Listing |
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| July 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 03, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| July 10, 2024 |
Exhibit 3.1 AMENDED AND RESTATED B Y L A W S OF INTERACTIVE STRENGTH INC. (a Delaware corporation) As Amended and Restated by the Board of Directors on July 3, 2024 TABLE OF CONTENTS Page ARTICLE 1 Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 ARTICLE 2 Meeting of Stockholders 1 2.1 Place of Meeting 1 2.2 Annual Meeting 1 2.3 Advance Notice of Business to be Brought before a Meeting 2 2.4 |
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| July 2, 2024 |
Interactive Strength Inc. (Nasdaq: TRNR) Announces Closing of $4 Million Public Offering Exhibit 99.2 Interactive Strength Inc. (Nasdaq: TRNR) Announces Closing of $4 Million Public Offering AUSTIN, TX - July 2, 2024 - Interactive Strength Inc. (NASDAQ: TRNR) (“Interactive Strength” or the “Company”), maker of innovative specialty fitness equipment under the CLMBR and FORME brands, announced today the closing of its previously announced public offering for the purchase and sale of an |
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| July 2, 2024 |
Exhibit 4.2 SERIES A-1 COMMON STOCK PURCHASE WARRANT INTERACTIVE STRENGTH INC. Warrant Shares: Issue Date: , 2024 THIS SERIES A-1 COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Stockholder Appro |
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| July 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| July 2, 2024 |
Exhibit 4.3 SERIES A-2 COMMON STOCK PURCHASE WARRANT INTERACTIVE STRENGTH INC. Warrant Shares: Issue Date: , 2024 THIS SERIES A-2 COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Stockholder Appro |
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| July 2, 2024 |
Filed Pursuant to Rule 424(b)(4) Registration Number 333-280410 Interactive Strength Inc. |
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| July 2, 2024 |
Exhibit 4.1 PRE-FUNDED COMMON STOCK PURCHASE WARRANT INTERACTIVE STRENGTH INC. Warrant Shares: Issue Date: , 2024 Initial Exercise Date: , 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on |
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| July 2, 2024 |
Interactive Strength Inc. (Nasdaq: TRNR) Announces Pricing of $4 Million Public Offering Exhibit 99.1 Interactive Strength Inc. (Nasdaq: TRNR) Announces Pricing of $4 Million Public Offering AUSTIN, TX - July 1, 2024 - Interactive Strength Inc. (NASDAQ: TRNR) (“Interactive Strength” or the “Company”), maker of innovative specialty fitness equipment under the CLMBR and FORME brands, today announced the pricing of a public offering of an aggregate of 2,836,880 shares of its common stock |
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| July 2, 2024 |
Exhibit 4.4 EXCEPT AS PROVIDED FOR IN FINRA RULE 5110(E)(2), THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES BY HIS, HER OR ITS ACCEPTANCE HEREOF, THAT SUCH HOLDER WILL NOT: SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT OR THE SECURITIES ISSUABLE HEREUNDER OR CAUSE THIS PURCHASE WARRANT OR THE SECURITIES ISSUABLE HEREUNDER TO BE THE SUBJECT OF ANY HEDGING, SHORT SALE, D |
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| July 2, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 1, 2024, between Interactive Strength Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions |
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| July 2, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 01, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| July 2, 2024 |
Exhibit 3.1 INTERACTIVE STRENGTH, INC. CERTIFICATE OF AMENDMENT TO CERTIFICATE OF DESIGNATIONS Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware SERIES A CONVERTIBLE PREFERRED STOCK (par value $0.0001 per share) The undersigned, Trent Ward, Chief Executive Officer of Interactive Strength, Inc., a Delaware corporation (the “Corporation”), hereby certifies that, in a |
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| June 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 28, 2024 |
Limited Waiver and Exchange Agreement, dated June 28, 2024 Exhibit 10.1 LIMITED WAIVER AND EXCHANGE AGREEMENT This Limited Waiver and Exchange Agreement (the “Agreement”) is entered into as of the 28th day of June, 2024, by and among Interactive Strength Inc., a Delaware corporation (the “Company”) and the investor signatory hereto (the “Holder”), with reference to the following facts: A. Prior to the date hereof, pursuant to that Securities Purchase Agre |
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| June 28, 2024 |
Interactive Strength Inc. 1005 Congress Avenue, Suite 925 Austin, TX 78701 Interactive Strength Inc. 1005 Congress Avenue, Suite 925 Austin, TX 78701 June 28, 2024 U.S. Securities & Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Patrick Fullem Re: Interactive Strength Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed June 27, 2024 File No. 333-280410 Dear Mr. Fullem: By letter dated June 27, 2024 (the “C |
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| June 28, 2024 |
June 28, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Re: Interactive Strength Inc. Registration Statement on Form S-1 (Registration No. 333-280410), as amended - Concurrence in Acceleration Request Ladies and Gentlemen: H.C. Wainwright & Co., LLC (“Wainwright”), solely acting as placement agent on a best efforts basis in an offering pur |
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| June 28, 2024 |
Interactive Strength Inc. 1005 Congress Avenue, Suite 925 Austin, TX 78701 Interactive Strength Inc. 1005 Congress Avenue, Suite 925 Austin, TX 78701 June 28, 2024 VIA EDGAR U.S. Securities & Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Patrick Fullem Re: Interactive Strength Inc. Registration Statement on Form S-1 (File No. 333-280410), as amended Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act o |
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| June 28, 2024 |
Exhibit 1.1 May 8, 2024 STRICTLY CONFIDENTIAL Interactive Strength Inc. 1005 Congress Avenue, Suite 925 Austin, TX 78701 Attn: Trent A. Ward, Chief Executive Officer Dear Mr. Ward: This letter agreement (this "Agreement") constitutes the agreement between Interactive Strength Inc. (the "Company") and H.C. Wainwright & Co., LLC ("Wainwright"), that Wainwright shall serve as the exclusive underwrite |
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| June 28, 2024 |
As filed with the Securities and Exchange Commission on June 28, 2024. As filed with the Securities and Exchange Commission on June 28, 2024. Registration No. 333-280410 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Amendment No. 2 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INTERACTIVE STRENGTH INC. (Exact name of registrant as specified in its charter) Delaware 3600 82-1432916 (State or Other Jurisdiction of Incorporatio |
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| June 27, 2024 |
Exhibit 4.12 e PRE-FUNDED COMMON STOCK PURCHASE WARRANT INTERACTIVE STRENGTH INC. Warrant Shares: Issue Date: , 2024 Initial Exercise Date: , 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time |
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| June 27, 2024 |
Exhibit 4.10 SERIES A-1 COMMON STOCK PURCHASE WARRANT INTERACTIVE STRENGTH INC. Warrant Shares: Issue Date: , 2024 THIS SERIES A-1 COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [the Stockholder App |
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| June 27, 2024 |
Exhibit 107 Calculation of Filing Fee Table Registration Statement on Form S-1 (Form Type) Interactive Strength Inc. |
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| June 27, 2024 |
Exhibit 4.11 SERIES A-2 COMMON STOCK PURCHASE WARRANT INTERACTIVE STRENGTH INC. Warrant Shares: Issue Date: , 2024 THIS SERIES A-2 COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [the Stockholder App |
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| June 27, 2024 |
As filed with the Securities and Exchange Commission on June 27, 2024. As filed with the Securities and Exchange Commission on June 27, 2024. Registration No. 333-280410 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Amendment No. 1 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INTERACTIVE STRENGTH INC. (Exact name of registrant as specified in its charter) Delaware 3600 82-1432916 (State or Other Jurisdiction of Incorporatio |
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| June 27, 2024 |
Form of Securities Purchase Agreement Exhibit 10.20 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [ ], 2024, between Interactive Strength Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions s |
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| June 27, 2024 |
Form of Placement Agent Warrant Exhibit 4.13 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT INTERACTIVE STRENGTH INC. Warrant Shares: Issue Date: , 2024 Initial Exercise Date: , 2024 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at a |
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| June 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 21, 2024 |
Form of Placement Agent Warrant offered hereby Exhibit 4.12 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| June 21, 2024 |
As filed with the Securities and Exchange Commission on June 21, 2024. As filed with the Securities and Exchange Commission on June 21, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INTERACTIVE STRENGTH INC. (Exact name of registrant as specified in its charter) Delaware 3600 82-1432916 (State or Other Jurisdiction of Incorporation or Organization) (Pr |
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| June 21, 2024 |
Form of Series A-2 Warrant offered hereby Exhibit 4.11 SERIES A-2 COMMON STOCK PURCHASE WARRANT INTERACTIVE STRENGTH INC. Warrant Shares: Issue Date: , 2024 Initial Exercise Date: , 2029 THIS SERIES A-2 COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on |
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| June 21, 2024 |
Exhibit 107 Calculation of Filing Fee Table Registration Statement on Form S-1 (Form Type) Interactive Strength Inc. |
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| June 21, 2024 |
Form of Series A-1 Warrant offered hereby Exhibit 4.10 SERIES A-1 COMMON STOCK PURCHASE WARRANT INTERACTIVE STRENGTH INC. Warrant Shares: Issue Date: , 2024 Initial Exercise Date: , 2024 THIS SERIES A-1 COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on |
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| June 18, 2024 |
Certificate of Amendment to the Certificate of Incorporation of Interactive Strength Inc. Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF INTERACTIVE STRENGTH INC. Interactive Strength Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Company”), hereby certifies that: FIRST: The name of this Company is Interactive Strength Inc. SECOND: The original certificate of incorporation of the |
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| June 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 5, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 29, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 29, 2024 |
EX-99.1 2 ea020703501ex99-1intera.htm JOINT FILING AGREEMENT Exhibit 1 JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing ag |
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| May 29, 2024 |
TRNR / Interactive Strength Inc. / INTRACOASTAL CAPITAL, LLC - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Interactive Strength Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 45840Y104 (CUSIP Number) May 20, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| May 24, 2024 |
Exhibit 1.1 AT THE MARKET OFFERING AGREEMENT May 17, 2024 H.C. Wainwright & Co., LLC 430 Park Avenue New York, New York 10022 Ladies and Gentlemen: Interactive Strength Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows: 1. Definitions. The terms that follow, when used in thi |
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| May 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 23, 2024 |
INTERACTIVE STRENGTH INC. Up to $1,325,000 Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-279035 PROSPECTUS SUPPLEMENT (To prospectus dated May 8, 2024) INTERACTIVE STRENGTH INC. Up to $1,325,000 Common Stock This prospectus supplement amends, supplements and supersedes certain information contained in the prospectus supplement dated May 17, 2024, and its accompanying prospectus dated May 8, 2024 (collectively, the “May 17th Prospec |
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| May 22, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 20, 2024, between Interactive Strength Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions |
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| May 22, 2024 |
EX-4.1 2 trnr-ex41.htm EX-4.1 Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PU |
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| May 22, 2024 |
Exhibit 99.1 Interactive Strength Inc. (Nasdaq: TRNR) Announces $1 Million Registered Direct Offering Priced At-the- Market Under Nasdaq Rules Austin, TX – May 21, 2024 - Interactive Strength Inc. (Nasdaq: TRNR) (“TRNR” or “the Company”), maker of innovative specialty fitness equipment under the CLMBR and FORME brands, today announced that it has entered into a definitive agreement for the issuanc |
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| May 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 22, 2024 |
INTERACTIVE STRENGTH INC. 5,681,820 Shares of Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-279035 PROSPECTUS SUPPLEMENT (To prospectus dated May 8, 2024) INTERACTIVE STRENGTH INC. 5,681,820 Shares of Common Stock We are offering 5,681,820 shares of our common stock, par value $0.0001per share (the “Common Stock”), directly to certain institutional investors pursuant to this prospectus supplement and the accompanying prospectus. The o |
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| May 22, 2024 |
Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 20, 2024 |
Exhibit 3.3 INTERACTIVE STRENGTH, INC. CERTIFICATE OF AMENDMENT TO CERTIFICATE OF DESIGNATIONS Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware SERIES A CONVERTIBLE PREFERRED STOCK (par value $0.0001 per share) The undersigned, Trent Ward, Chief Executive Officer of Interactive Strength, Inc., a Delaware corporation (the “Corporation”), hereby certifies that, in a |
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| May 20, 2024 |
Exhibit 99.1 INTERACTIVE STRENGTH INC. Interactive Strength Inc. (Nasdaq: TRNR) Reports First Quarter 2024 Results Net Loss and Earnings per Diluted Share of $11.4 million and $0.67 Adjusted EBITDA was a $3.4 million loss, a $1.0 million improvement versus first quarter of 2023 The Company confirms it expects to be run-rate Adjusted EBITDA positive as early as the fourth quarter of 2024 Austin, Te |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41610 INTERACTIVE STRENGTH INC. |
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| May 17, 2024 |
INTERACTIVE STRENGTH INC. Common Stock Preferred Stock Debt Securities Filed Pursuant to Rule 424(b)(3) Registration No. 333-279035 PROSPECTUS INTERACTIVE STRENGTH INC. $25,000,000 Common Stock Preferred Stock Debt Securities Warrants Rights Units We may offer and sell up to $25 million in the aggregate of the securities identified above from time to time in one or more offerings. This prospectus provides you with a general description of the securities. Each time we |
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| May 17, 2024 |
INTERACTIVE STRENGTH INC. Up to $2,098,000 Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-279035 PROSPECTUS SUPPLEMENT (To prospectus dated May 8, 2024) INTERACTIVE STRENGTH INC. Up to $2,098,000 Common Stock We have entered into an At The Market Offering Agreement (the “Sales Agreement”), with H.C. Wainwright & Co., LLC (“Wainwright” or the “sales agent”), dated May 17, 2024, relating to the sale of shares of our common stock, par |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-K ☐ Transition Report on F |
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| May 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| May 10, 2024 |
(Interactive Strength Inc.) Up to 1,773,937 shares of common stock Filed pursuant to Rule 424(b)(3) Registration No. 333-269246 PROSPECTUS SUPPLEMENT NO. 21 (to Prospectus dated April 27, 2023) (Interactive Strength Inc.) Up to 1,773,937 shares of common stock This prospectus supplement supplements the prospectus dated April 27, 2023 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-269246). This prospectus supplement is be |
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| May 6, 2024 |
INTERACTIVE STRENGTH, INC. 1005 Congress Avenue, Suite 925 Austin, TX 78701 INTERACTIVE STRENGTH, INC. 1005 Congress Avenue, Suite 925 Austin, TX 78701 May 6, 2024 VIA EDGAR U.S. Securities & Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Patrick Fullem Re: Interactive Strength, Inc. Registration Statement on Form S-3 Filed May 1, 2024 File No. 333-279035 Dear Mr. Fullem: In accordance with Rule 461 of the Securiti |
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| May 1, 2024 |
(Interactive Strength Inc.) Up to 1,773,937 shares of common stock Filed pursuant to Rule 424(b)(3) Registration No. 333-269246 PROSPECTUS SUPPLEMENT NO. 20 (to Prospectus dated April 27, 2023) (Interactive Strength Inc.) Up to 1,773,937 shares of common stock This prospectus supplement supplements the prospectus dated April 27, 2023 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-269246). This prospectus supplement is be |
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| May 1, 2024 |
Exhibit 4.1 INTERACTIVE STRENGTH INC. AND , TRUSTEE INDENTURE DATED AS OF , 2024 DEBT SECURITIES INTERACTIVE STRENGTH INC. RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939 AND INDENTURE, DATED AS OF , 2024 Section of Trust Indenture Act of 1939 Section(s) of Indenture § 310(a)(1) 609 (a)(2) 609 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5) 609 (b) 608, 610 § 311(a) 613 (b) 613 (c) N |
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| May 1, 2024 |
As filed with the Securities Exchange Commission on May 1, 2024 As filed with the Securities Exchange Commission on May 1, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 INTERACTIVE STRENGTH INC. (Exact name of registrant as specified in its charter) Delaware 82-1432916 (State or other jurisdiction of incorporation or organization) (I.R.S. Emplo |
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| May 1, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) INTERACTIVE STRENGTH INC. |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 30, 2024 |
(Interactive Strength Inc.) Up to 1,773,937 shares of common stock Filed pursuant to Rule 424(b)(3) Registration No. 333-269246 PROSPECTUS SUPPLEMENT NO. 19 (to Prospectus dated April 27, 2023) (Interactive Strength Inc.) Up to 1,773,937 shares of common stock This prospectus supplement supplements the prospectus dated April 27, 2023 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-269246). This prospectus supplement is be |
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| April 26, 2024 |
(Interactive Strength Inc.) Up to 1,773,937 shares of common stock Filed pursuant to Rule 424(b)(3) Registration No. 333-269246 PROSPECTUS SUPPLEMENT NO. 18 (to Prospectus dated April 27, 2023) (Interactive Strength Inc.) Up to 1,773,937 shares of common stock This prospectus supplement supplements the prospectus dated April 27, 2023 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-269246). This prospectus supplement is be |
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| April 26, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-416 |
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| April 26, 2024 |
(Interactive Strength Inc.) Up to 1,773,937 shares of common stock Filed pursuant to Rule 424(b)(3) Registration No. 333-269246 PROSPECTUS SUPPLEMENT NO. 17 (to Prospectus dated April 27, 2023) (Interactive Strength Inc.) Up to 1,773,937 shares of common stock This prospectus supplement supplements the prospectus dated April 27, 2023 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-269246). This prospectus supplement is be |
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| April 26, 2024 |
Exhibit 99.1 Interactive Strength Inc. (Nasdaq: TRNR) Strengthens Balance Sheet by Partially Converting Senior Loan to Equity and Extending the Maturity • Reduced the liability of the Senior Loan by converting $3.0 million to equity • Extended the maturity of the remaining balance to December 2024 Austin, TX – April 26, 2024 - Interactive Strength Inc. (Nasdaq: TRNR) (“TRNR” or “the Company”), mak |
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| April 26, 2024 |
LOAN MODIFICATION AGREEMENT THIS LOAN MODIFICATION aGREEMENT (this “Agreement”) is being entered into effective as of April 24, 2024 (the “Effective Date”), by and between INTERACTIVE STRENGTH, INC. |
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| April 26, 2024 |
Exhibit 10.2 LOSS RESTORATION AGREEMENT THIS LOSS RESTORATION AGREEMENT (the “Agreement”) is made and entered into as of April 24, 2024, by and between INTERACTIVE STRENGTH, INC., a Delaware corporation (the “Borrower”), and VERTICAL INVESTORS, LLC, a Mississippi limited liability company (together with its successors or assigns, the “Lender”). WHEREAS, Borrower and Lender are parties to that cert |
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| April 26, 2024 |
As confidentially submitted to the Securities and Exchange Commission on April 26, 2024. |
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| April 19, 2024 |
(Interactive Strength Inc.) Up to 1,773,937 shares of common stock Filed pursuant to Rule 424(b)(3) Registration No. 333-269246 PROSPECTUS SUPPLEMENT NO. 15 (to Prospectus dated April 27, 2023) (Interactive Strength Inc.) Up to 1,773,937 shares of common stock This prospectus supplement supplements the prospectus dated April 27, 2023 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-269246). This prospectus supplement is be |
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| April 18, 2024 |
CLMBR, Inc. Consolidated Financial Statements December 31, 2023 and 2022 Exhibit 99.1 CLMBR, Inc. Consolidated Financial Statements December 31, 2023 and 2022 1 Exhibit 99.1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders and Board of Directors Of CLMBR, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of CLMBR, Inc. and subsidiaries (the “Company”) as of December 31, 2023 and 2022, the re |
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| April 18, 2024 |
SELECTED HISTORICAL FINANCIAL DATA AND UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION Exhibit 99.2 SELECTED HISTORICAL FINANCIAL DATA AND UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION Selected Historical Consolidated Financial Data of Interactive Strength Inc. The following tables summarize financial data of Interactive Strength Inc., a Delaware corporation (“Interactive” or the “Company”). The statement of operations data for the years ended December 31, 2023, and 2022 and th |
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| April 18, 2024 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 01, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Comm |
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| April 4, 2024 |
Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 4, 2024 |
(Interactive Strength Inc.) Up to 1,773,937 shares of common stock Filed pursuant to Rule 424(b)(3) Registration No. 333-269246 PROSPECTUS SUPPLEMENT NO. 15 (to Prospectus dated April 27, 2023) (Interactive Strength Inc.) Up to 1,773,937 shares of common stock This prospectus supplement supplements the prospectus dated April 27, 2023 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-269246). This prospectus supplement is be |
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| April 2, 2024 |
(Interactive Strength Inc.) Up to 12,480,480 shares of common stock Filed pursuant to Rule 424(b)(3) Registration No. 333-276217 PROSPECTUS SUPPLEMENT NO. 7 (to Prospectus dated December 29, 2023) (Interactive Strength Inc.) Up to 12,480,480 shares of common stock This prospectus supplement supplements the prospectus dated December 29, 2023 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-276217). This prospectus supplement |
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| April 2, 2024 |
Exhibit 99.1 INTERACTIVE STRENGTH INC. Interactive Strength Inc. (Nasdaq: TRNR) Reports Fourth Quarter 2023 Results Net Loss and Earnings per Diluted Share of $11.4 million and $0.80 Adjusted EBITDA was a $3.5 million loss, a $5.5 million improvement versus fourth quarter of 2022 The Company confirms it expects to be run-rate Adjusted EBITDA positive as early as the fourth quarter of 2024 Austin, |
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| April 2, 2024 |
(Interactive Strength Inc.) Up to 4,284,146 shares of common stock Filed pursuant to Rule 424(b)(3) Registration No. 333-276466 PROSPECTUS SUPPLEMENT NO. 6 (to Prospectus dated January 19, 2024) (Interactive Strength Inc.) Up to 4,284,146 shares of common stock This prospectus supplement supplements the prospectus dated January 19, 2024 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-276466). This prospectus supplement is |
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| April 2, 2024 |
(Interactive Strength Inc.) Up to 1,773,937 shares of common stock Filed pursuant to Rule 424(b)(3) Registration No. 333-269246 PROSPECTUS SUPPLEMENT NO. 14 (to Prospectus dated April 27, 2023) (Interactive Strength Inc.) Up to 1,773,937 shares of common stock This prospectus supplement supplements the prospectus dated April 27, 2023 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-269246). This prospectus supplement is be |
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| April 2, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 01, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-41610 INTERACTIVE STR |
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| April 1, 2024 |
Exhibit 14.1 INTERACTIVE STRENGTH INC. CODE OF BUSINESS CONDUCT AND ETHICS Introduction It is the general policy of Interactive Strength Inc. (the “Company”) to conduct its business activities and transactions with the highest level of integrity and ethical standards and in accordance with all applicable laws. In carrying out this policy, the Company has adopted the following Code of Business Cond |
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| April 1, 2024 |
Exhibit 4.10 DESCRIPTION OF THE REGISTRANT’S SECURITIES As of April 1, 2024, Interactive Strength Inc. (the “Company,” “we,” “us,” and “our”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which is the Company’s common stock, par value $0.0001 per share (the “Common Stock”). The Common Stock is registered under Secti |
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| April 1, 2024 |
Exhibit 97.1 INTERACTIVE STRENGTH INC. SENIOR EXECUTIVE COMPENSATION RECOUPMENT POLICY December 1, 2023 1. Purpose Interactive Strength Inc., a Delaware corporation (the “Company”), has adopted this amended and restated Senior Executive Compensation Recoupment Policy (this “Policy”) to comply with Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, as codified by |
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| February 26, 2024 |
(Interactive Strength Inc.) Up to 12,480,480 shares of common stock Filed pursuant to Rule 424(b)(3) Registration No. 333-276217 PROSPECTUS SUPPLEMENT NO. 6 (to Prospectus dated December 29, 2023) (Interactive Strength Inc.) Up to 12,480,480 shares of common stock This prospectus supplement supplements the prospectus dated December 29, 2023 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-276217). This prospectus supplement |
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| February 26, 2024 |
Exhibit 99.1 Interactive Strength Inc. (Nasdaq: TRNR) Enters into Exclusive Worldwide Distribution Agreement with WOODWAY to Sell and Distribute CLMBR • The initial purchase order is expected to generate more than $7 million of net revenue and TRNR has sufficient inventory to fulfill the entire purchase order • The Company confirms that it expects to generate net revenue of between $15 million and |
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| February 26, 2024 |
(Interactive Strength Inc.) Up to 4,284,146 shares of common stock Filed pursuant to Rule 424(b)(3) Registration No. 333-276466 PROSPECTUS SUPPLEMENT NO. 5 (to Prospectus dated January 19, 2024) (Interactive Strength Inc.) Up to 4,284,146 shares of common stock This prospectus supplement supplements the prospectus dated January 19, 2024 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-276466). This prospectus supplement is |
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| February 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2024 INTERACTIVE STRENGTH INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-41610 82-1432916 (State or Other Jurisdiction of Incorporation) (Commis |
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| February 26, 2024 |
Exhibit 4.1 NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (COLLECTIVELY, THE “SECURITIES”), HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR UNDER ANY STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRAN |
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| February 26, 2024 |
(Interactive Strength Inc.) Up to 1,773,937 shares of common stock Filed pursuant to Rule 424(b)(3) Registration No. 333-269246 PROSPECTUS SUPPLEMENT NO. 13 (to Prospectus dated April 27, 2023) (Interactive Strength Inc.) Up to 1,773,937 shares of common stock This prospectus supplement supplements the prospectus dated April 27, 2023 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-269246). This prospectus supplement is be |
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| February 26, 2024 |
Exhibit 10.1 EXCLUSIVE DISTRIBUTION AGREEMENT THIS DISTRIBUTION AGREEMENT ("Agreement") is made effective this 20th day of February, 2024 (the "Effective Date") by and between WOODWAY USA, INC., a corporation duly organized under the laws of the state of Wisconsin ("WOODWAY USA" or "Distributor") and Interactive Strength Inc., a corporation duly organized under the laws of the state of Delaware (“ |
