Annual Report

for year ending 2021

Letter from the Nan'tan*

*A cultural/spiritual Leader within a Starfish-modeled Organization.


Welcome to the second installment of the F3 Nation Annual Report. There is an astounding amount of work that goes into the precarious balance of creating enough structure for this organization to flourish while keeping the gloom in the hands of men who are there. This report is the embodiment of the Executive Team’s efforts to let you know exactly what we have been up to. And when I say exactly, I mean exactly, right down to the dollar. We hope that you are already aware of what is happening in and around your region; this Report will let you know more about things on a Nation Level.

My one-word for the Nation in 2022 is CONNECTION. Our expansion goals of a quarter million guys in 2025 certainly still stands, but there is more to it than just gathering as many warm bodies with funny nicknames as possible. The wish is for quality over quantity. For us quality means a deeper CONNECTION than what we might have when we first show up at 0530. It means access to deep and meaningful relationships with our brothers, acceleration of our leadership, a stronger belief in something larger than ourselves, and a call to serve on the highest level possible in our families, jobs, and communities. For that to happen we need tools for those who have already found a deeper CONNECTION to be able to pass it on to those who seek one. This is the structure I am referring to. 

Although we have come a very long way since 2011, I feel our journey as an organization is just beginning. I hope whomever you are reading this, that you can support these efforts to enlarge the size and impact of our mission. The men of the F3 Nation wear our logo with great pride and hold the others wearing it to a very high standard. What is the standard? To be a more impactful man today than you were yesterday. To accelerate every area of your life. That’s why F3 Nation exists, to help men accelerate and be more impactful. 

If you are interested in being better today that you were yesterday, you can’t do the same things in the same way as you did yesterday. My challenge to you is to find a way to push through the boundaries in your life and reach a new high. Create measurable goals and a Shieldlock to measure them with you. And then go out there and shatter those goals. I know that doesn’t happen every day; don’t expect it to. That same Shieldlock that can hold you accountable can hold you up when life takes over and throws you a curveball. They won’t let you give up. Sometimes the acceleration we need is to simply hold our head up in the face of great pain and sorrow. Sometimes that is all than can be expected of a man. 

Thank you for your interest in the information contained in this Report and the reasons we are so passionate about continuing to grow. These things couldn’t be done without the many men who serve in varying leadership roles for the Nation and in the Regions. I am grateful to them for working to make all the wonderful things contained herein happen. And I am grateful for every F3 man, no matter where you are in your journey. Keep pushing, don’t give up. 

Your Friend,

Our Mission

Our mission is to plant, grow and serve small workout groups for men for the invigoration of male community leadership.


At the end of 2021, F3 Nation included 3,019 workouts in 225 regions in 46 states.


During the year, 65 new regions were planted (a 45% increase over 2020) and 619 new workouts (a 25% increase over 2020).


In 2021 F3 Foundation provided over $230,000 in grants to various organizations and programs to help further the mission of F3 Nation.


2021 Growth

40% Increase in Region Count and 25% Increase in Workout Count

No Data Found

Below are the future expansion goals for the Nation. A Quarter Million Guys in 2025!


No Data Found


No Data Found

AOs (Workouts)

No Data Found

10 Years of F3

F3 Nation’s 10 Year Anniversary Celebration

What a wonderful weekend we had in Wilmington, NC celebrating 10 years of F3 Nation! T-Claps to our host region (F3 Cape Fear) and host Q (Gravity) for a top-notch celebration. We experienced three days of growth and excitement with our brothers from across the Nation. Friday night started with a welcome reception and opening comments from Dark Helmet. Men conversed with old friends and met new brothers. It was a great start to the weekend. We rolled into the early Gloom under cloudy skies and high expectations with 355 PAX and four FNGs (welcome Reject, Sideswipe, Led Tasso, and Rojas). Slaughter took centerstage with a Britney Spears headset

microphone and led the warm-up. We then broke into multiple groups for sand, surf, and sweat. One group ended up on surfboards in the Intercostal Waterway. We reconvened in two massive circles for the Count-a-Rama and the naming of the FNGs. In typical F3 fashion, we ended in a COT with Slaughter thanking the Sky Q for another day and for the future that we will lead.

After an awesome breakfast of grits, muffins, coffee, and juice, we broke into our CSAUP activities. Some tackled the Iron PAX Challenge (congrats Dreamliner of F3 Hampton Roads) Beach 10k (congrats Patch of F3 Greensboro), or Brolympics (congrats Team Murder Bunnies) while others went offsite for service opportunities. The overall consensus was if you did not have fun on Saturday morning, you need to check your pulse. There’s just something about bros being buddies to make you feel like you’re part of something bigger than yourself.

After a much needed shower and lunch break, we came back together at the hotel for six stellar Breakout Sessions. Tears were shed and truth was spoken. We are truly blessed to be surrounded by so many HIM willing to share their stories and talents.

During dinner, our guest speakers (OBT, Scratch & Win, Slaughter, and Dredd) reinforced our mission to invigorate male community leadership, encouraged us to leave space for the miraculous, pushed us to keep giving this away, and urged us to be the ones to give men their manhood back. Let that sink in. We have a mission and each man plays a pivotal part in that mission.

We ate, we laughed, we cried, and we left with missional hearts and ready bodies. Eighty-seven men took the charge and renewed strength into the 26.2 mile End it Ruck Challenge after dinner. As they rolled in the next morning for the F3-led worship service, it was clear that the mission fields are ready for harvesting and our men had the tools and strength to reap the rewards.

It was a weekend we won’t soon forget. Thank you, men!


Addition by Division

Sectors were successfully implemented in 2021with the mission to “connect, coach and coordinate regional and national efforts to increase the impact of F3 regions on their communities.”   Seven men (see pic) have stepped up to support regional acceleration through local visits, calls, texts and monthly sector calls to discuss hot topics and share best practices.  As F3 grows rapidly, they also have a responsibility to protect the culture, mission, core principles and credo that inspire us everyday in the gloom.  More sector leadership positions and a variety of connections are planned for 2022.  Reach out ifyou need help or can offer assistance. 

On the international front, Chilipepper has the unique challenge of navigating the translation of words, but also the culture, beatdowns, and F3 language (think mumblechatter and merkins) for the men on 4 other continents.  Uganda and Montreal are soon to be additions to our F3 family.  If you can help or are traveling abroad, reach out to him, por favor. 

F3 Foundation

F3 Foundation Logo

In an effort to increase transparency, efficiency, and impact, F3 Foundation has a renewed mission and vision for how it will serve F3 and the PAX of the Nation.

Mission: To Accelerate F3 Nation’s mission and impact through generosity.

F3 Foundation 2021 Updates

Building off the success of 2020, and the generosity of the PAX during Give2Give, F3 Foundation hired its first full-time Executive Director (aka Employe
e #1), John Horton “Scratch & Win” in March 2021. Successful accomplishments in 2021, include the Foundation finishing 27% above goal for the year; creating an Advisory Council to support awareness, fundraising and grant making efforts; and executing the third annual Give2Give Campaign. 

Scratch & Win, Executive Director of F3 Foundation, on Day #1.,


F3 Foundation will fulfill its purpose of accelerating F3 Nation’s mission and impact through generosity by:

  1. Raising funds to support:
    1. F3 Foundation’s operations
    2. F3 Nation’s operations
  2. Making community grants to achieve accelerated and measurable impact.


F3 Foundation’s three operational pillars – Transparency, Efficiency, and Impact – will serve as the guide and guardrails to fulling its mission.

  • Transparency: Operations and finances are an open book for everyone to see. F3 Foundation will operate in a manner clear and consistent with its mission and with the utmost transparency as it relates to operational and fiduciary activities.
  • Efficiency: No bureaucracy. We’re just going to get it done. F3 Foundation will maintain a structure of efficiency with regards to procedures and processes. In doing so, it will increase productivity while reducing cost and waste.
  • Impact: Raise funds. Make grants. Create impact. Tell the story. F3 Foundation will produce measurable impact through its fundraising and grant-making practices and will actively share successes achieved to increase organizational visibility.

F3 Foundation by the Numbers

F3 Nation President, Dark Helmet, braves the ice bath after Give2Give hits 550 donors during the #DOAHIce challenge!

After a record breaking year in 2020 ($412,000), F3 Foundation set a lofty fundraising goal of $450,000 in 2021 and surpassed it, ending the year with $572,000 in grants and contributions. 

During the year, F3 Foundation’s charitable impact totaled $502,645, including $230,015 in Total Grants Made and $272,630 in Regional Pass-Through Fundraising.

Year Over Year Revenue

  • 2020 Fundraising Total: $412,000
  • 2021 Fundraising Goal: $450,000
  • 2021 Fundraising Total: $572,000


  • Total Donors: 982
  • Total Raised: $303,926

F3 Foundation Helps Fund Cadre Academy

Cadre Academy graduates ready to unlock future HIMs.

Cadre Akron is ready to Lead Right during upcoming GTEs.

One example of how F3 Foundation accelerates F3 Nation’s mission was helping to support the newly launched Cadre Academy. Interested PAX were required to undergo a three-month process completing written and video applications and participating in interviews. Cadre Akron (F3 Greensboro), who graduated from Cadre Academy, describes the familiar feeling of what he experienced. “Serving in the Army for six years – as a drill sergeant – doing GrowRuck and now being a Cadre feels like home,” he said.

Those PAX fortunate enough to advance underwent a 48-hour training exercise – hosted in December of 2021 in Ohio – consisted of a 24-hour GrowRuck (turned to “11”), 14 hours of classroom leadership training, followed by serving as Cadre for a “mock” four-hour GrowRuck event with local F3 PAX. Akron described his approach to Cadre Academy and finishing strong, “I couldn’t come back and face my F3 brothers knowing that I quit. I told myself ‘I gotta do it.’”

The Academy pushed those seeking a new level of acceleration to their physical and mental limits and in the end, 11 Cadres In Training (CITs) emerged, ready to develop other HIMs through F3’s premier leadership exercise, GrowRuck. 

End It Ruck: The Aggregation of Generosity

End It Ruck: PAX rucked through the night to shine a light on modern day slavery.

As part of F3 Nation’s 10-year celebration the PAX of Cape Fear selected International Justice Mission – an anti sex trafficking nonprofit whose mission is to protect people in poverty from violence by rescuing victims, bringing criminals to justice, restoring survivors to safety and strength, and helping local law enforcement build a safe future that lasts – as the charitable beneficiary. More than 620 donors gave generously in the months leading up to the 10-year event and 10-year celebration attendees participate in an all-night “End It Ruck” to shine a light on modern day slavery. James Connolly, “Beauty”, Co-Q of the 10-year celebration says of F3’s impact, “It’s amazing what can happen when a group of people join together to do something about one thing instead of nothing about everything. But, when a group of F3 HIM unite in one mission, the ripple effect can be seen for generations to come. Freed to lead men set others free to lead. The End It Ruck is a testament to that.”

F3 Foundation was honored to serve as fiduciary, utilizing online giving platforms to receive monies for the effort and contribute an additional grant of $6,550 for one more rescue operation. In all, the fundraising initiative generated $120,327 to support the life-saving work of rescuing women and children from sex trafficking.


The following is a brief overview of the F3 financials for 2021.

F3 Nation - Income

Budget – $354,533

Actual – $263,870

No Data Found

  1. Income figures above do not include Grant Income, funds provided by F3 Foundation to help F3 Nation cover expenses.

F3 Foundation - Income

Budget – $450,000

Actual – $572,373

No Data Found

  1. See Detailed Financials below for results from specific fundraising events.


F3 Nation

F3 Foundation

F3N - Budget

No Data Found

F3N - Actual

No Data Found

F3F - Budget

No Data Found

F3F - Budget

No Data Found

Board of Directors