Companies Xponential Fitness
Xponential Fitness (XPOF): executive pay, fiscal 2025
Free brief. Every figure links to the company’s own filing.
Velarion Intel: free for 3 days, no card →Email me Xponential Fitness’s executive pay brief as a PDF
You get it on this page the moment you ask, and a copy by email. Every figure is cited to its filing.
After the PDF, up to three short notes on the deeper reports for this company. Reply “unsubscribe” to any of them, any time.
CEO pay, last three years
- $4,691,109FY2025
CEO total pay was $4,691,109 in fiscal 2025; the brief holds no earlier figure for this CEO.
FY2025: salary $324,627 · bonus $800,000 · stock awards $3,566,482 · option awards $0
Executives and directors
Frequently asked questions
Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.
Full detail
Every table from the filing. Open any section.
Summary compensation table
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Michael Nuzzo | $324,627 | $800,000 | $3,566,482 | $0 | $0 | $0 | $0 | $4,691,109 |
| Chief Executive Officer | ||||||||
| John Kawaja | 289,231 | 0 | 1,143,712 | 0 | 0 | 0 | 318,750 | 1,751,693 |
| Former President, North America | ||||||||
| Timothy Weiderhoft | 376,231 | 96,250 | 1,072,230 | 0 | 0 | 0 | 11,586 | 1,556,297 |
| Chief Operating Officer, North America | ||||||||
| Gavin O'Connor | 72,992 | 330,000 | 817,456 | 0 | 0 | 0 | 0 | 1,220,448 |
| Chief Legal Counsel, Chief Administrative Officer and Secretary | ||||||||
| Mark King | 519,900 | 0 | 0 | 0 | 0 | 0 | 0 | 519,900 |
| Former Chief Executive Officer | ||||||||
A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.
Three-year trend — total compensation per named executive
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Michael Nuzzo | $4,691,109 | — | — | — |
| John Kawaja | 1,751,693 | — | — | — |
| Timothy Weiderhoft | 1,556,297 | — | — | — |
| Gavin O'Connor | 1,220,448 | — | — | — |
| Mark King | 519,900 | 4,886,671 | — | ↓ −4,366,771 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
Incentive-plan design — the Compensation Discussion & Analysis
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | false |
Equity grants and outstanding awards
No plan-based awards are on file for this fiscal year.
Outstanding equity awards at fiscal year-end 2025
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Timothy Weiderhoft | RSU | 71,482 | — | $588,297 |
| Gavin O'Connor | RSU | 137,851 | — | 1,134,514 |
| Michael Nuzzo | RSU | 216,369 | — | 1,780,717 |
| Michael Nuzzo | PSU | 216,369 | — | 1,780,717 |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Mark GrabowskiNot independent · Board Chair | $0 | $234,733 | — | — | — | $234,733 |
| Chelsea A. GraysonIndependent · Departed during FY | 125,500 | 103,591 | — | — | — | 229,091 |
| Jair ClarkeIndependent · Departed during FY | 122,000 | 103,591 | — | — | — | 225,591 |
| Bruce HaaseIndependent · Departed during FY | 0 | 212,760 | — | — | — | 212,760 |
| Lily YangIndependent · Audit (Chair) · Human Capital Management · Nominating and Corporate Governance (Chair) | 0 | 148,892 | — | — | — | 148,892 |
| Rachel H. LeeIndependent · Lead Independent Director · Audit · Human Capital Management · Nominating and Corporate Governance | 0 | 109,464 | — | — | — | 109,464 |
| Brenda MorrisIndependent · Departed during FY | 70,000 | 0 | — | — | — | 70,000 |
| Jeffrey LawrenceIndependent · Departed during FY | 26,000 | 25,703 | — | — | — | 51,703 |
| Michael NuzzoEmployee director | — | — | — | — | — | 0 |
| Nicole Parent HaugheyIndependent · Audit · Human Capital Management (Chair) · Nominating and Corporate Governance | 0 | — | — | — | — | — |
Board fee structure and ownership guideline
| Annual cash retainer | $80,000 |
|---|---|
| Annual equity retainer | $110,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 20,000 / 15,000 / 12,000 |
| Stock ownership guideline | — |
Total cost of the board
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $343,500 |
| Equity awards (grant-date value) | $938,734 |
| All other compensation | $0 |
| Total cost of the board | $1,282,234 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names Xponential Fitness as a peer
Companies that benchmark against XPOF
The list of companies that name XPOF as a peer is temporarily unavailable — recheck shortly.
Chief executive pay against the peer group
Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company’s own proxy statement.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | Xponential Fitness | 2025 | Michael Nuzzo | $324,627 | $3,566,482 | $0 | $0 | $4,691,109 |
Each peer’s compensation is from its most recently filed proxy; fiscal years differ by company. Each peer’s figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.
Say-on-pay history and pay ratio
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-05-20 | — | — | — | — | — |
Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year’s compensation.
Say-on-pay — history, company’s computation
| Meeting year | Meeting date | Approval — company’s computation |
|---|---|---|
| 2026 | 2026-05-20 | —a |
a. Voting standard not stated in the filing.
Approval percentages are the company’s own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.
Insider trades since the proxy
No insider equity transactions reported since the proxy statement.
Sources (19 citations)
Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.
- Section 01, Michael Nuzzo. DEF 14A, filed 2026-04-24. Section “Executive Compensation” · page 17. As printed: 4,691,109. View filing ↗
- Section 01, John Kawaja. DEF 14A, filed 2026-04-24. Section “Executive Compensation”. As printed: 1,751,693. View filing ↗
- Section 01, Timothy Weiderhoft. DEF 14A, filed 2026-04-24. Section “Executive Compensation”. As printed: 1,556,297. View filing ↗
- Section 01, Gavin O'Connor. DEF 14A, filed 2026-04-24. Section “Executive Compensation”. As printed: 1,220,448. View filing ↗
- Section 01, Mark King. DEF 14A, filed 2026-04-24. Section “Executive Compensation”. As printed: 519,900. View filing ↗
- Section 08, Mark Grabowski. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 234,733. View filing ↗
- Section 08, Chelsea A. Grayson. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 229,091. View filing ↗
- Section 08, Jair Clarke. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 225,591. View filing ↗
- Section 08, Bruce Haase. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 212,760. View filing ↗
- Section 08, Lily Yang. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 148,892. View filing ↗
- Section 08, Rachel H. Lee. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 109,464. View filing ↗
- Section 08, Brenda Morris. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 70,000. View filing ↗
- Section 08, Jeffrey Lawrence. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 51,703. View filing ↗
- Section 08, Michael Nuzzo. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 0. View filing ↗
- Section 08, Nicole Parent Haughey. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: —. View filing ↗
- Section 06, 2026 vote. Form 8-K, filed 2026-04-24. Item 5.07 · say-on-pay result. As reported: —. View filing ↗
- Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
- Section 09b board cost (computed). Computed. Cash 343,500 + equity 938,734 + all other 0 = 1,282,234, summed across the director compensation table rows.
- Xponential Fitness (subject), Section 10b CEO total. DEF 14A, filed 2026-04-24. CEO total compensation as printed in Xponential Fitness's own proxy. As printed: 4,691,109. View filing ↗