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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

X0202 SCHEDULE 13D/A 0001959730 XXXXXXXX LIVE 2 Class A common stock, par value $0.0001 per share 10/02/2026 false 0001802156 98422X101 Xponential Fitness, Inc. 17877 VON KARMAN AVE SUITE 100 IRVINE CA 92614 Fund 1 Investments, LLC 804-363-4458 100 Carr 115, Unit 1900 Rincon PR 00677 0001959730 N Fund 1 Investments, LLC AF N DE 4170610.00 0.00 4170610.00 0.00 4170610.00 N 9.9 HC OO Class A common stock, par value $0.0001 per share Xponential Fitness, Inc. 17877 VON KARMAN AVE SUITE 100 IRVINE CA 92614 Item 3 is hereby amended and restated to read as follows: The Shares beneficially owned by the Reporting Person were purchased with working capital of the Funds (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business). The aggregate purchase price of the 4,170,610 Shares beneficially owned by the Reporting Person is approximately $25,854,365, including brokerage commissions. Item 5(a) is hereby amended and restated to read as follows: The aggregate percentage of Shares reported beneficially owned by the Reporting Person is based on 42,219,000 Shares outstanding as of July 31, 2026, which is the total number of Shares outstanding as reported in the Issuer's quarterly report on Form 10-Q filed with the Securities and Exchange Commission on August 7, 2026. As of the date hereof, the Reporting Person beneficially owned 4,170,610 Shares, constituting approximately 9.9% of the outstanding Shares. Item 5(b) is hereby amended and restated to read as follows: The Reporting Person has sole power (i) to vote or direct the vote of, and (ii) to dispose or direct the disposition of, the 4,170,610 Shares held by the Funds. Item 5(c) is hereby amended and restated to read as follows: There have been no transactions in the Shares of the Issuer by the Reporting Person since the filing of Amendment No. 1 to the Schedule 13D. This Amendment reflects an update to the Reporting Person's beneficial ownership of Shares included in Amendment No. 1 to the Schedule 13D, reflecting that on August 21, 2026, the Reporting Person purchased an additional 10,000 Shares at a price of $5.0470 per Share. Item 6 is hereby amended to add the following: The Reporting Person has entered into certain cash-settled total return swap agreements (the "Cash-Settled Swaps") with an unaffiliated third-party financial institution, which provide the Reporting Person with economic exposure to an aggregate of 3,573,826 notional Shares, representing approximately 8.5% of the outstanding Shares. The Cash-Settled Swaps provide the Reporting Person with economic results that are comparable to the economic results of ownership, but do not provide the Reporting Person with the power to vote or direct the voting or dispose of or direct the disposition of the Shares that are the subject of the Cash-Settled Swaps. As previously disclosed, the Reporting Person has sold short over-the-counter cash-settled put options referencing an aggregate of 2,500,000 Shares, which have an exercise price of $5 per Share and an expiration date of October 16, 2026. Fund 1 Investments, LLC /s/ Benjamin C. Cable Benjamin C. Cable, Chief Compliance Officer 10/07/2026