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Correspondence 0001193125-23-021695 from Xponential Fitness, Inc. (XPOF)

Xponential Fitness, Inc.
Date: Feb. 1, 2023 · CIK: 0001802156 · Accession: 0001193125-23-021695

AI Filing Summary & Sentiment

File numbers found in text: 333-269336

Date
February 1, 2023
Author
Not clearly detected
Form
CORRESP
Company
Xponential Fitness, Inc.

Letter

Re:

February 1, 2023

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Xponential Fitness, Inc. Registration Statement on Form S-3 Registration No. 333-269336

Acceleration Request

Requested Date: February 3, 2023

Requested Time: 4:00 P.M. Eastern Time, or as soon as thereafter as practicable

Ladies and Gentlemen,

Pursuant to Rule 461 under the Securities Act of 1933, as amended, Xponential Fitness, Inc. (the “Company”) hereby requests that the above-referenced Registration Statement on Form S-3 (File No. 333-269336) (the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time” set forth above, or at such later time as the Company or its counsel, Davis Polk & Wardwell LLP, may orally request via telephone call to the staff of the U.S. Securities and Exchange Commission. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Davis Polk & Wardwell LLP, by calling Alan F. Denenberg at (650) 752-2004.

Please direct any questions or comments regarding this acceleration request to Alan F. Denenberg at (650) 752-2004.

[Signature Page Follows]

Very truly yours,
Xponential Fitness, Inc.

Show Raw Text
CORRESP
1
filename1.htm

CORRESP

 February 1, 2023

VIA EDGAR

 U.S. Securities and Exchange
Commission

 Division of Corporation Finance

 100 F Street,
N.E.

 Washington, D.C. 20549

Re:

Xponential Fitness, Inc.
Registration Statement on Form S-3
Registration No. 333-269336

Acceleration Request

 Requested Date: February 3, 2023

Requested Time: 4:00 P.M. Eastern Time, or as soon as thereafter as practicable

 Ladies and Gentlemen,

 Pursuant
to Rule 461 under the Securities Act of 1933, as amended, Xponential Fitness, Inc. (the “Company”) hereby requests that the above-referenced Registration Statement on Form S-3 (File
No. 333-269336) (the “Registration Statement”) be declared effective at the “Requested Date” and “Requested Time” set forth above, or at such later time as the Company or its counsel, Davis Polk &
Wardwell LLP, may orally request via telephone call to the staff of the U.S. Securities and Exchange Commission. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Davis Polk &
Wardwell LLP, by calling Alan F. Denenberg at (650) 752-2004.

 Please direct any questions or comments regarding
this acceleration request to Alan F. Denenberg at (650) 752-2004.

 [Signature Page Follows]

 Very truly yours,

Xponential Fitness, Inc.

By:

 /s/ Anthony Geisler

Name:

Anthony Geisler

Title:

Chief Executive Officer

 [Signature Page to Acceleration Request]