block.one Investments 1 - May 2, 2023 Form 4 Insider Report for Interactive Strength, Inc. (TRNR)

Role
10%+ Owner
Signature
By: /s/ block.one Investments 1, By: /s/ Stephen Ellis, Authorized Signatory
Stock symbol
TRNR
Transactions as of
May 2, 2023
Transactions value $
$321,323
Form type
4
Date filed
5/4/2023, 05:31 PM
Previous filing
Apr 27, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TRNR Common Stock Purchase $1.5M +188K +6.21% $8.00* 3.21M May 2, 2023 See Footnotes F1, F5, F6
transaction TRNR Common Stock Conversion of derivative security +24K +0.75% 3.23M May 2, 2023 See Footnotes F2, F5, F6
transaction TRNR Common Stock Other -$368 -46 0% $8.00* 3.23M May 2, 2023 See Footnotes F3, F5, F6
transaction TRNR Common Stock Conversion of derivative security +147K +4.56% 3.38M May 2, 2023 See Footnotes F4, F5, F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TRNR Warrants Conversion of derivative security $0 -24K -100% $0.00* 0 May 2, 2023 Common Stock 24K See Footnotes F2, F5, F6
transaction TRNR Convertible Notes Conversion of derivative security -$1.18M 0 May 2, 2023 Common Stock 147K See Footnotes F3, F4, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects the purchase of shares of common stock of the Issuer ("Common Stock") by block.one Investments 1 ("Investments 1") from the Issuer upon the closing of the Issuer's Initial Public Offering ("IPO") at the IPO price of $8.00 per share.
F2 Reflects the exempt automatic conversion pursuant to Rule 16b-6 of warrants to purchase shares of Common Stock ("Warrants") on a net conversion basis upon the closing of the IPO into a number of shares of Common Stock determined based on the IPO price of $8.00 per share. The Warrants have an exercise price of $0.015 per share and expire at 5:00 p.m. Pacific Time on November 13, 2032 or such earlier date and time on which the Warrant ceases to be exercisable in accordance with the terms of the Warrant. The amount of Warrants reflected in this Form 4 corrects the number of Warrants held by Investments 1, which was incorrectly reported on the Form 3 filed by the Reporting Persons with the SEC on April 27, 2023 due to an inadvertent administrative error.
F3 Reflects the automatic withholding of shares of Common Stock by the Issuer upon the automatic net conversion of the Warrants on the closing of the IPO pursuant to the terms of the Warrants at the IPO price of $8.00 per share.
F4 Reflects the exempt automatic conversion pursuant to Rule 16b-6 of convertible note of the Issuer (the "Convertible Note") held by Investments 1 upon the closing of the IPO into a number of shares of Common Stock equal to (i) the aggregate principal amount, plus accrued and unpaid interest, owing under such Convertible Notice through May 2, 2023 ($1,178,308.92) and (ii) $8.00 (the IPO price per share of Common Stock). The Convertible Notes were issued to Investments 1 on November 13, 2022 and have a maturity date of November 13, 2023.
F5 Investments 1 is a wholly-owned subsidiary of block.one. Each of Kokuei Yuan and Andrew Bliss are directors of Investments 1. Each of Brendan Francis Blumer and Messrs. Yuan and Bliss are directors of block.one.
F6 Each Reporting Person disclaims beneficial ownership of the securities of the Issuer reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.