Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
           Appointment of Principal Officers; Compensatory Arrangements of
           Principal Officer.

On July 26, 2022, F45 Training Holdings Inc. (the "Company") filed a Current Report on Form 8-K announcing the appointment of Ben Coates as Interim Chief Executive Officer on July 24, 2022. At that time, his compensation had not been determined.

On August 11, 2022, the Company's Board of Directors set Mr. Coates' base salary at $1.5 million per year, with $1 million paid in cash and $500,000 paid in the form of an RSU award (based on the closing price on August 17, 2022) that vests in 12 equal installments at the end of each calendar month, for so long as Mr. Coates is Interim Chief Executive Officer. Mr. Coates will be granted an option to purchase 1,000,000 shares of common stock at a price equal to the closing price on August 17, 2022. Such option will vest 50% upon grant, with the remaining 50% to vest in five equal installments at the end of each calendar month, beginning on August 31, 2022, for so long as Mr. Coates is Interim Chief Executive Officer subject to accelerated vesting upon a change in control of the Company.

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses