Interactive Strength, Inc. 8K

Interactive Strength Inc. agreed to acquire STEPR, Inc. from STEPR PTY LTD for cash and performance-scaled Series F1, F2 and F3 preferred stock, including repayment of certain shareholder debt and a $1.5 million working-capital cash contribution.

Interactive Strength Inc. entered into a Stock Purchase Agreement dated July 7, 2026 to acquire from STEPR PTY LTD all of the issued and outstanding shares of STEPR, Inc. for a mix of cash and newly issued preferred equity, with the structure including a secondary purchase of all company stock followed by a primary issuance of new shares to Interactive Strength, an initial cash contribution of up to $1.5 million to fund STEPR’s working capital (offset by any advances under a secured note), repayment of up to $1.2 million of shareholder loan indebtedness to Australian Fitness Supplies Pty Ltd at closing, and issuance to the seller of $6.0 million of Series F-1 non-voting preferred stock, $10.5 million of Series F-2 non-voting convertible preferred stock, and $2.5 million of Series F-3 non-voting convertible preferred stock of Interactive Strength, with conversion and ultimate value of the equity consideration subject to customized EBITDA-based scaling and synergy achievement metrics, detailed covenants, indemnities, and post-closing adjustment and dispute-resolution mechanisms.

Filing Facts

CIK

1785056

Ticker

-

Form

8K

Source Type

sec

Accession

0001193125-26-299839

Alert Tier

8