The Beachbody Company, Inc. (BODI) has announced its intention to voluntarily withdraw its Class A common stock listing from the New York Stock Exchange (NYSE) and transfer it to the Nasdaq Capital Market, with the transfer expected to be complete by September 3, 2025. The company's Class A common stock is currently listed under the symbol "BODI" on the NYSE, with the last closing price on August 19, 2025, being $5.32 per share. The decision to move to Nasdaq is aimed at leveraging the exchange's advanced trading technology and market data services to better serve shareholders. The company expects the NYSE listing to cease at the close of trading on September 2, 2025, and the Nasdaq listing to begin on September 3, 2025. The move is part of the company's ongoing strategic transformation, aligning it with a marketplace that values innovative and transformative companies. The press release announcing the transfer is attached as Exhibit 99.1. The company's forward-looking statements indicate that the transfer is expected to commence on the Nasdaq, but these statements are subject to risks and uncertainties that could cause actual results to vary materially.
The prospectus supplement also provides details on the offer and sale of 4,866,405 shares of Class A common stock and 5,333,333 warrants to purchase Class A common stock at an exercise price of $575.00 per share. Additionally, up to 306,667 shares of Class A common stock may be issued upon the exercise of outstanding public and private placement warrants. The information contained in the Current Report on Form 8-K, filed with the SEC on August 20, 2025, is attached to this prospectus supplement, except for the information included in Item 7.01 and Exhibit 99.1. The company's shares are subject to risks described in the "Risk Factors" section of the Prospectus.