FDD Items 3 & 4 · 2025 filing

Rumble litigation history

What Rumble disclosed about lawsuits, arbitrations and bankruptcy in the 2025 Franchise Disclosure Document. Item 3 lists the material legal actions a franchisor must report; Item 4 covers bankruptcy. This is the franchisor's own disclosure, not a court record, and not legal advice.

Items 3 (litigation) & 4 (bankruptcy) at a glance

What the filing discloses

Cases disclosed: 9; Item 3, as counted in the filing

Largest settlement, franchisor's own cases: None stated

Bankruptcy (Item 4): Disclosed · an officer; Franchisor, parent, predecessor or officer

Filing year: 2025; Disclosures cover the prior ten years

Extracted from the 2025 Franchise Disclosure Document

Item 3: litigation

Multiple pending lawsuits/arbitrations against Xponential-affiliated franchisor entities (AKT, Yoga Six, CycleBar/BFT) alleging pre-sale disclosure violations, fraudulent inducement, and FDD/Item 19/20 misrepresentations; four consolidated federal securities class-action/shareholder-derivative suits against parent XFI and officers (Taylor General, WBP Pension Fund, Akande, Ayers, Nelson) alleging securities law violations 2021-2024; California DFPI Consent Order (Nov 2024) resolving investigation into material misrepresentations/omissions in registration applications, with $450,000 administrative penalty.

Item 3 (litigation) · 9 matters disclosed · 8 pending listed

Litigation cases

The franchisor

Concluded (1)

In the Matter of: The Commissioner of Financial Protection and Innovation v. Xponential Fitness, Inc., et al.
concluded
Government or regulatory action · filed 2024-11-04 · California Department of Financial Protection and Innovation
“… On November 4, 2024, in order to avoid the expense of a hearing and other possible court proceedings, the Commissioner of California’s Department of”Page 18 of the 2025 FDD, Item 3

Parent, affiliates, master franchisor and subfranchisor

Pending (8)

4LMVMT, LLC, et al. v. Yoga Six Franchise, LLC, et al.
pending
Brought by a franchisee · Yoga Six (affiliate) and Xponential (parent) · filed 2025-01-24 · American Arbitration Association, Irvine, California · 01-25-0000-3620
“… filed January 24, 2025, American Arbitration Association, Irvine, California), Case No. 01-25-0000-3620 (the “4LMVMT Arbitration”).”Page 16 of the 2025 FDD, Item 3
Alex Zaltsman, Fitwell License Holdings, LLC, XPO Fitness Operator, LLC, RH Ventures II, LLC, and PB Ventures I, LLC v. Xponential Fitness, LLC, Row House Franchise, LLC, and PB Franchising, LLC
pending
Xponential Fitness, LLC (parent), Row House Franchise, LLC and PB Franchising, LLC (affiliates) · filed 2025-02-26 · American Arbitration Association · 01-25-0001-1348
“… American Arbitration Association, Case No. 01-25-0001-1348, initiated by Zaltsman Claimants on February 26, 2025.”Page 16 of the 2025 FDD, Item 3
Nickle Acquisition LLC v. Xponential Fitness, Inc. et al.
pending
Brought by a franchisee · XFI, Xponential, Assetco (parents) and CycleBar / BFT franchisors (affiliates) · filed 2025-02-03 · Superior Court of the State of California, County of Orange · 30-2025-01459041-CU-AT-CXC
“… filed February 3, 2025, Superior Court of the State of California, County of Orange, Case No. 30-2025-01459041-CU-AT-CXC (the “Nickle Acquisition Lawsuit”).”Page 15 of the 2025 FDD, Item 3
American Health Concepts, LLC and Yaqim Lalani v. Yoga Six Franchise, LLC et al.
pending
Yoga Six (affiliate), Xponential (parent) and officers · filed 2024-12-11 · Superior Court of Dekalb County, State of Georgia (removed to U.S. District Court, Northern District of Georgia) · 24-cv-11069; 1:25-cv-01315-SCJ
“… filed December 11, 2024, Superior Court of Dekalb County State of Georgia, Case No. 24-cv-11069 (the “AHC Lawsuit”).”Page 16 of the 2025 FDD, Item 3
City of Taylor General Employees Retirement System v. Xponential Fitness, Inc., et al.; City of West Palm Beach Police Pension Fund v. Xponential Fitness, Inc., et al.
pending
Brought by a third party · Xponential Fitness, Inc. (XFI) · filed 2024-02-09 · U.S. District Court, Central District of California, Southern Division · 8:24-cv-00285; 8:24-cv-01333
“City of Taylor General Employees Retirement System v. Xponential Fitness, Inc., Anthony Geisler, John Meloun, Mark Grabowski, Brenda Morris, Chelsea Grayson, BoFA Securities, Inc., Jefferies LLC, Morgan Stanley & Co. LLC, Guggenheim Securities, LLC, Piper”Page 17 of the 2025 FDD, Item 3
Gideon Akande v. Anthony Geisler, et al. and Xponential Fitness, Inc.; Patrick Ayers v. Anthony Geisler, et al.; Stefanie Nelson v. Anthony Geisler, et al.
pending
Brought by a third party · Xponential Fitness, Inc. (XFI) and its officers and directors · filed 2024-03-10 · U.S. District Court, Central District of California · 2:24-cv-01928; 2:24-cv-3937; 8:25-cv-00258
“Gideon Akande v. Anthony Geisler, John Meloun, Jair Clarke, Mark Grabowski, Chelsea A. Grayson, Brenda Morris, and Xponential Fitness, Inc., filed March 10, 2024, United States District Court for the Central District of California, Western Division, Case No. 2:24-cv-01928.”Page 17 of the 2025 FDD, Item 3
Dance Fitness Michigan LLC, et al. v. AKT Franchise, LLC, et al.
pending
Brought by a franchisee · AKT Franchise, LLC (affiliate), Assetco, Xponential and XFI (parents) · filed 2023-08-30 · Superior Court of the State of California, County of Orange · 30-2023-01345433-CU-AT-CXC
“… filed August 30, 2023 (as amended on November 20, 2023), Superior Court of the State of California, County of Orange, Case No. 30-2023-01345433-CU-AT-CXC (the “AKT Lawsuit”).”Page 14 of the 2025 FDD, Item 3
Enlightened Armadillo, Inc., et al. v. Yoga Six Franchise, LLC, et al.
pending
Brought by a franchisee · Yoga Six entities (affiliates), Assetco, Xponential and XFI (parents) · filed 2023-11-22 · Superior Court of the State of California, County of Orange · 30-2023-01367265-CU-AT-CXC
“… filed November 22, 2023, Superior Court of the State of California, County of Orange, Case No. 30-2023-01367265-CU-AT-CXC.”Page 15 of the 2025 FDD, Item 3

Item 3 lists the litigation the franchisor must disclose; a matter against a parent, an affiliate or a named officer is not a matter against the franchisor, and pending claims are allegations, not findings.

Disclosed in the 2025 Franchise Disclosure Document

Item 4: bankruptcy

Xponential's COO of North America, Timothy Weiderhoft, and spouse filed personal Chapter 7 bankruptcy in August 2023 (discharged December 2023) after an unrelated restaurant venture failed during COVID-19; no company bankruptcy disclosed.

Before you weigh a lawsuit

How to read Item 3

A franchisor must disclose pending actions and any material civil action involving the franchise relationship, plus convictions or civil judgments for fraud, unfair or deceptive practices, or franchise-law violations, going back ten years. A case the franchisor brought against a franchisee counts too. Item 3 does not include every dispute: settled claims below the materiality line and matters resolved in private arbitration can be absent.

Questions worth asking current and former franchisees, using the contact list in Item 20:

Were you, or anyone you know in the system, party to a dispute with the franchisor?
Was it resolved by settlement, arbitration or a court, and on what terms?
Has the number of disputes gone up or down since you signed?

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