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Midas Edge

Beachbody Company, Inc.

For the period ended Dec 31, 2024. Filed Mar 28, 2025.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Mar 28, 2025

BODI$4.510.0%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibits, Financial Statement Schedules

The following documents are filed as part of this Annual Report on Form 10-K:

(a)1. Financial Statements

Report of Independent Registered Public Accounting Firm-Deloitte & Touche (PCAOB ID: 34)
Consolidated Balance Sheets as of December 31, 2024 and 202371
Consolidated Statements of Operations for the Years ended December 31, 2024 and 202372
Consolidated Statements of Comprehensive Loss for the Years ended December 31, 2024 and 202373
Consolidated Statements of Stockholders’ Equity for the Years ended December 31, 2024 and 202374
Consolidated Statements of Cash Flows for the Years ended December 31, 2024 and 202375
Notes to Consolidated Financial Statements76

(a)2. Financial Statement Schedule

The following financial statement schedule for the years ended December 31, 2024 and 2023 are filed as part of this report and should be read in conjunction with the consolidated financial statements (in thousands).

December 31,
20242023
Deferred tax asset valuation allowance, beginning of year$142,836$116,564
Additions charged to earnings7,21126,272
Deferred tax asset valuation allowance, end of year$150,047$142,836

(a)3. Exhibits

Exhibits required under Item 601 of Regulation S-K:

Exhibit · Incorporated by Reference · Filed or Furnished herewith
Form · Exhibit · Filing Date · File No.
2.1Agreement and Plan of Merger, dated as of February 9, 2021, by and among Forest Road Acquisition Corp., BB Merger Sub, Inc., Myx Merger Sub, LLC, The Beachbody Company Group, LLC, And Myx Fitness Holdings, LLC.8-K/A2.12/16/2021001-39735
3.1Second Amended and Restated Certificate of Incorporation of The Beachbody Company, Inc.*
3.2Certificate of Amendment to Second Amended and Restated Certificate of Incorporation of The Beachbody Company, Inc.8-K3.111/27/2023001-39735
3.3Second Amended and Restated Bylaws of The Beachbody Company, Inc8-K3.112/18/24001-39735
4.1Specimen Class A Common Stock Certificate of The Beachbody Company, Inc.8-K4.17/1/2021001-39735
4.2Warrant Agreement, dated November 24, 2020, by and between Forest Road Acquisition Corp. and Continental Stock Transfer & Trust Company, as warrant agent.8-K4.27/1/2021001-39735
4.3Description of Securities.10-K4.33/1/2022001-39735
4.4Form of Warrant.10-Q10.38/8/2022001-39735
4.5Form of Pre-Funded Common Stock Purchase Warrant8-K4.112/13/2023001-39735
4.6Form of Common Stock Purchase Warrant8-K4.212/13/2023001-39735
4.7Form of Second Amended and Restated Warrant to Purchase Stock8-K10.24/8/2024001-39735
4.8Form of Third Amended and Restated Warrant to Purchase Stock8-K10.210/21/2024001-39735
10.1Form of Subscription Agreement.S-4/A10.15/27/2021333-253136
10.2Sponsor Agreement, dated as of February 9, 2021, by and among Forest Road Acquisition Corp., Forest Road Acquisition Sponsor LLC and The Beachbody Company Group, LLC.S-4/A10.25/27/2021333-253136
10.3Amended and Restated Registration Rights Agreement, by and among The Beachbody Company, Inc., Forest Road Acquisition Sponsor LLC, The Beachbody Company Group, LLC, Kevin Mayer and certain stockholders of The Beachbody Company, Inc.8-K10.37/1/2021001-39735
10.4^The Beachbody Company, Inc. 2021 Incentive Award Plan.8-K10.27/9/2021001-39735
10.5^The Beachbody Company, Inc. Employee Stock Purchase Plan.8-K10.37/9/2021001-39735
10.6^Form of Stock Option Agreement pursuant to The Beachbody Company, Inc. 2021 Incentive Award Plan.8-K10.47/9/2021001-39735
10.7^Form of RSU Agreement pursuant to The Beachbody Company, Inc. 2021 Incentive Award Plan.8-K10.57/9/2021001-39735
10.8^First Amendment to the Beachbody Company, Inc. 2021 Incentive Award Plan8-K10.16/7/24001-39735
10.9^Non-Employee Director Compensation Program.8-K10.67/9/2021001-39735
10.10^The Beachbody Company, Inc. Amended and Restated 2020 Equity Compensation Plan.8-K10.77/9/2021001-39735
10.11^The Beachbody Company, Inc. Deferred Compensation Plan for Directors10-K10.103/16/2023001-39735
10.12^Separation, General Release and Independent Contractor Services Agreement, dated April 19, 2022, by and among Beachbody, LLC, The Beachbody Company, Inc. and Sue Collyns10-Q10.25/9/2022001-39735
10.13^Revised Offer of Employment Letter, dated as of May 10, 2022, as amended, by and between Beachbody, LLC and Kathy Vrabeck.10-Q10.18/8/2022001-39735
10.14^Confidential Separation and General Release Agreement, dated as of March 10, 2023 and effective May 1, 2023, by and between Beachbody, LLC and Blake Bilstad.10-K10.153/16/2023001-39735
10.15Form of Indemnification Agreement.8-K10.15/9/2022001-39735
10.16Warrant Agreement, dated September 18, 2020, by and between The Beachbody Company Group, LLC and Akron Supplement, LLC.S-4/A10.125/10/2021333-253136
10.17Warrant Agreement, dated September 18, 2020, by and between The Beachbody Company Group, LLC and Schwarzenegger Blind Trust.S-4/A10.135/10/2021333-253136
10.18Financing Agreement, dated August 8, 2022, by and among Beachbody, LLC, a Delaware limited liability company, The Beachbody Company, Inc., a Delaware corporation (the "Parent"), each subsidiary of the Parent from time to time party thereto, the lenders from time to time party hereto (each a "Lender" and collectively, the "Lenders"), and Blue Torch Finance, LLC, as collateral agent and as administrative agent for the Lenders.10-Q10.28/8/2022001-39735
10.19Securities Purchase Agreement8‑K10.212/13/2023001-39735
10.20Offer Letter, dated as of June 15, 2023, by and between The Beachbody Company, Inc. and Mark Goldston.8‑K10.16/15/2023001-39735
10.21The Beachbody Company, Inc. 2023 Employee Inducement Incentive Award Plan.8‑K10.26/15/2023001-39735
10.22Option Agreement under 2023 Employee Inducement Incentive Award Plan, dated as of June 15, 2023, by and between The Beachbody Company, Inc. and Mark Goldston.8‑K10.36/15/2023001-39735
10.23Forfeiture Agreement, dated as of June 15, 2023, by and between The Beachbody Company, Inc. and Carl Daikeler.8‑K10.46/15/2023001-39735
10.24Amendment No. 1 to Financing Agreement, dated as of October 4, 2022 by and among the Company, the Borrower, each subsidiary of the Company party thereto, the lenders party thereto and Blue10-Q10.211/7/2023001-39735
Torch, as collateral agent and as administrative agent.
10.25Amendment No. 2 to Financing Agreement, dated as of July 24, 2023 by and among the Company, the Borrower, each subsidiary of the Company party thereto, the lenders party thereto and Blue Torch, as collateral agent and as administrative agent.8‑K10.17/26/2023001-39735
10.26Consent No. 1 and Amendment No. 3 to Financing Agreement, dated as of January 9, 2024 by and among the Borrower, the lenders party thereto and Blue Torch, as collateral agent and as administrative agent.10-Q10.11/12/2024001-39735
10.27Consent No. 2 and Amendment No. 4 to Financing Agreement, dated as of February 29, 2024 by and among the Borrower, the lenders party thereto and Blue Torch, as collateral agent and as administration agent.8‑K10.13/5/2024001-39735
10.28Amendment No. 5 to Financing Agreement, dated as of April 5, 2024 by and among the Borrower, the lenders party thereto and Blue Torch, as collateral agent and as administrative agent.8-K10.14/8/2024001-39735
10.29Amendment No. 6 to Financing Agreement, dated as of October 18, 2024 by and among the Company, the Borrower, the lenders party thereto and Blue Torch, as collateral agent and as administrative agent8-K10.110/21/2024001-39735
10.30Amendment No. 7 to Financing Agreement, dated as of January 25, 2025 by and among the Company, the Borrower, the lenders party thereto and Blue Torch, as collateral agent and as administrative agent*
10.31Letter Agreement by and between Beachbody, LLC and Michael Neimand, dated April 10, 20248-K10.14/16/2024001-39735
10.32Letter Agreement by and between Beachbody, LLC and Brad Ramberg, dated February 24, 20258-K10.12/28/25001-39735
10.33Amended and Restated Stock Option Grant Notice and Agreement Inducement, dated as of November 13, 2024, by and between The Beachbody Company, Inc. and Mark Goldston.*
19.1Insider Trading Policy*
21.1Subsidiaries of the Company*
23.1Consent of Deloitte & Touche LLP*
24.1Powers of Attorney (incorporated by reference to the signature page hereto)*
31.1Certification of Chief Executive Officer pursuant to Rule 13a-14(a)*
31.2Certification of Chief Financial Officer pursuant to Rule 13a-14(a)*
32.1Certification of Chief Executive Officer and Chief Financial Officer of Periodic Report Pursuant to 18 U.S.C. Section 1350**
97.1The Beachbody Company, Inc. Compensation Clawback Policy effective as of October 2, 2023.10-K97.13/11/2024001-39735
101.INSInline XBRL Instance Document–the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document*
101.SCHInline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents*
104Cover page formatted as Inline XBRL and contained in Exhibit 101
*Filed herewith.
**Furnished herewith.
^Indicates management contract or compensatory plan.
ContentsView on SEC.gov

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