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Interactive Strength, Inc.

For the period ended Sep 30, 2025. Filed Nov 14, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 14, 2025

TRNR$1.22+2.5%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-14.

0000950170-25-108949

Item 1A. Risk Factors

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-14.

0001193125-25-283081

Item 1A. Risk Factors

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 40 previous paragraphs and 32 current paragraphs.

28 unchanged; 3 reworded; 1 added; 8 removed; 1 previous and 0 current paragraphs rearranged.

Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (1)

Current report

On August 22, 2025, we issued 18,450 shares of common stock in connection with the exercise of warrants.
Removed paragraphs (8)

Previous report

On January 23, 2025, we issued 112,334 shares of Series A Preferred Stock in the aggregate as a dividend on the shares of Series A Preferred Stock.

Previous report

On January 23, 2025, we issued 496,246 shares of Series C Preferred Stock pursuant to a Loan Restoration Agreement and issued 126,515 shares of Series C Preferred Stock as a dividend on the shares of Series C Preferred Stock.

Previous report

On January 28, 2025, we entered into a securities purchase agreement with an accredited investor, pursuant to which we agreed to issue to the investor for approximately $2.9 million, (a) a senior secured convertible note issued by the Company in the aggregate principal amount of $3.3 million, which is convertible into shares of Common Stock, (b) warrants to purchase up to an aggregate of 67,427 shares of Common Stock, (c) Class A incremental warrants to purchase senior secured convertible notes in the aggregate principal amount of $13.0 million and warrants to purchase up to an aggregate of 269,710 shares of Common Stock and (d) Class B incremental warrants to purchase senior secured convertible notes in the aggregate principal amount of $20.0 million and warrants to purchase up to an aggregate of 414,938 shares of Common Stock. On March 11, 2025, the investor exercised Class A Incremental Warrants to purchase the Class A Incremental Notes for an aggregate principal amount of $4.0 million and, as a result, was issued the Class A Incremental Common Warrants to purchase an aggregate of 82,988 shares of Common Stock (20,747 shares for each of the four (4) warrants). The exercise price of the Class A Incremental Common Warrants was $30.60 per share. The gross proceeds to the Company from the Warrant Exercise were approximately $3.6 million, before deducting legal fees and other estimated expenses.

Previous report

On February 4, 2025, the Company issued five new secured promissory notes in exchange for existing promissory notes in the aggregate principal amount of $5.4 million.

Previous report

On March 3, 2025, a holder of shares of Series A Preferred Stock converted 100,000 shares of Series A Preferred Stock into 6,390 shares of Common Stock.

Previous report

From February 14, 2025 to March 12, 2025, a holder of Series C Preferred Stock converted 2,801,250 shares of Series C Preferred Stock into 172,385 shares of Common Stock.

Previous report

From April 1, 2025 to April 24, 2025, a holder of Series C Preferred Stock converted 729,366 shares of Series C Preferred Stock into 44,884 shares of Common Stock.

Previous report

On June 6, 2025, a holder of shares of Series B Preferred Stock converted 31,107 shares of Series B Preferred Stock into 2 shares of Common Stock.
Reworded paragraphs (3)

Previous wording

Our business, financial condition, results of operations, and cash flows may be impacted by a number of factors, many of which are beyond our control, including those set forth in our most recent Annual Report on Form 10-K and in our other filings with the SEC, the occurrence of any one of which could have a material adverse effect on our actual results. Except as set forth below, there have been no material changes to the risk factors previously disclosed in our Annual Report on Form 10-K. The Company is supplementing the risk factors previously disclosed in our Annual Report on Form 10-K with the following risk factor.

Current wording

Our business, financial condition, results of operations, and cash flows may be impacted by a number of factors, many of which are beyond our control, including those set forth in the 2024 10-K and in our other filings with the SEC, the occurrence of any one of which could have a material adverse effect on our actual results. Except as set forth below, there have been no material changes to the risk factors previously disclosed in the 2024 10-K. The Company is supplementing the risk factors previously disclosed in the 2024 10-K with the following risk factors.

Previous wording

On March 31, 2025 we issued 1,188,571 shares of Series C Preferred Stock pursuant to a Loan Restoration Agreement.

Current wording

On August 5, 2025 we issued 195,732 shares of Series C Preferred Stock pursuant to a Loan Restoration Agreement.

Previous wording

From April 23, 2025 to June 25, 2025, we issued 568,874 shares of common stock in exchange for the reduction of a principal amount of a note by $3.8 million.

Current wording

From July 15, 2025 to September 18, 2025, we issued 592,049 shares of common stock in exchange for the reduction of a principal amount of notes by $3.2 million.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

On March 4, 2025, we issued 47,175 shares of common stock in exchange for the reduction of a principal amount of a note by $1.2 million.