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FIRY 10-K & 10-Q changes, risk factors and insider trading

Firy Inc. · NYSE · Services-Computer Processing & Data Preparation · CIK 1801661 · All filings on SEC.gov

Everything below is quoted or computed from Firy Inc.'s public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

56 / 70risk-factor paragraphs added / removed in latest 10-K
10new risk-factor headings
0Form 4 filings reporting open-market purchases (last 180 days)
0Form 4 filings reporting open-market sales (last 180 days)

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What changed in the latest 10-K

Comparing 10-K filed 2026-03-31 (period ending 2025-12-31) with 10-K filed 2025-11-06 (period ending 2024-12-31).

Risk Factors (10-K Item 1A)

56new paragraphs
70removed paragraphs
14reworded paragraphs
22,858 → 22,202words in section

New heading “We rely on our third-party developer partners to develop and update all of the game features on our platform not tied to our SDK. The decision of developers to remove the SDK from their games or changes in the terms of our commercial relationship with third-party developers could adversely impact our financial condition, results of operations and prospects. In addition, the failure of developers to provide timely and reliable updates to their games could adversely impact our financial condition, results of operations and prospects.”

New heading “Our use of third-party open-source software and AI Technologies could negatively affect our ability to offer our products and services through our platform and subject us to possible litigation.”

New heading “Our workforce and operations have fluctuated substantially since our inception. If we are unable to effectively manage future expected growth, our financial performance and future prospects will be adversely affected.”

New heading “Our international business exposes us to risks relating to regulation, currency fluctuations and political or economic instability in foreign markets, which could have a material adverse effect on us.”

New heading “Risks Relating to Legal and Regulatory Matters”

New heading “Risks Relating to Data Security and Intellectual Property”

New heading “Risks Related to Financial Matters”

New heading “We may identify misstatements to our previously issued financial statements, which could create additional risks and uncertainties that may have a material adverse effect on our business, financial position and results of operations.”

New heading “We have identified material weaknesses in our internal control over financial reporting as of December 31, 2025 and December 31, 2024. If we are unable to develop and maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results in a timely manner, which may adversely affect investor confidence in us and materially and adversely affect our business, operating results and stock price.”

New heading “We are a smaller reporting company and a non-accelerated filer, and we benefit from certain reduced governance and disclosure requirements, but we cannot be certain if the reduced disclosure requirements make our common stock less attractive to investors.”

Removed heading “SUMMARY RISK FACTORS”

Removed heading “We identified certain misstatements to our previously issued financial statements and have restated certain of our Consolidated Financial Statements, which has created additional risks and uncertainties that may have a material adverse effect on our business, financial position and results of operations.”

Removed heading “We have identified material weaknesses in our internal control over financial reporting as of December 31, 2023 and December 31, 2024. If we are unable to develop and maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results in a timely manner, which may adversely affect investor confidence in us and materially and adversely affect our business, operating results and stock price.”

Removed heading “We rely on our third-party developer partners to develop and update all of the game features on our platform not tied to our SDK. The decision of developers to remove the Skillz Software Development Kit, or "SDK" from their games or changes in the terms of our commercial relationship with third-party developers could adversely impact our financial condition, results of operations and prospects. In addition, the failure of developers to provide timely and reliable updates to their games could adversely impact our financial condition, results of operations and prospects.”

Removed heading “If we were deemed to be an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), applicable restrictions could make it impractical for us to continue our business as contemplated and could have a material adverse effect on our business, financial condition and results of operations”

Removed heading “Our use of third-party open source software could negatively affect our ability to offer our products and services through our platform and subject us to possible litigation.”

Removed heading “Our workforce and operations have grown substantially since our inception. If we are unable to effectively manage future expected growth, our financial performance and future prospects will be adversely affected.”

Removed heading “Our reported financial results may be affected by changes in accounting principles generally accepted in the United States.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Removed text topics: litigation, fine, penalt, cybersecurity incident
“Our technology infrastructure is critical to the performance of our platform and offerings and to the satisfaction of our developer partners and users. We devote significant resources to network and data security that are designed to protect our systems and data, including resources devoted to the rapid evolution and increased adoption of artificial intelligence technologies. …”
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New text topics: litigation, fine, penalt, cybersecurity incident
“Our technology infrastructure is critical to the performance of our platform and offerings and to the satisfaction of our developer partners and users. We devote significant resources to network and data security that are designed to protect our systems and data, including resources devoted to the rapid evolution and increased adoption of AI technologies. …”
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Removed text topics: tariff, sanction, china, taiwan
“Unfavorable or volatile domestic and international economic, market, or political conditions—including as related to inflation, rising interest rates, tariffs and changes to trade policy reduced consumer spending, or downturns in global financial markets—may reduce users’ disposable income and demand for our games, which are discretionary purchases. Further, ongoing or escalating geopolitical conflicts, such as those involving Russia and Ukraine, China and Taiwan, Israel and Gaza, and related sanctions or supply chain disruptions could further impact global markets and our operations. …”
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New text topics: investigation, european commission, fine, breach
“We are also subject to international laws, regulations and standards in many jurisdictions, which apply broadly to the collection, use, retention, security, disclosure, transfer and other processing of personal information. For example, the GDPR, which became effective in May 2018, greatly increased the European Commission’s jurisdictional reach of its laws and added a broad array of requirements for handling personal data. …”
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Removed text topics: material weakness, investigation, securities and exchange commission, sanction
“If we are unable to remediate the material weaknesses timely and sufficiently or if we identify any new material weaknesses in the future, our ability to prevent or detect a misstatement of our accounts or disclosures could result in a material misstatement of our annual or interim financial statements. …”
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New text topics: material weakness, investigation, securities and exchange commission, sanction
“If we are unable to remediate the material weaknesses timely and sufficiently or if we identify any new material weaknesses in the future, our ability to prevent or detect a misstatement of our accounts or disclosures could result in a material misstatement of our annual or interim financial statements. …”
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Full comparison: every changed paragraph (140)

Green = added, red = removed. Unchanged paragraphs, 1 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Removed

SUMMARY RISK FACTORS

Removed

Our business is subject to numerous risks and uncertainties, all of which are more fully described in the Risk Factors below. These risks include, but are not limited to:

Removed

•Our ability to attract and retain end-users, and do so in a cost-effective manner;

Removed

•Our ability to manage our growth effectively;

Removed

•Our ability to achieve profitability given our history of losses;

Removed

•Our reliance on our third-party developer partners to continue to offer a competitive experience in existing and new games on our platform;

Removed

•Risks related to the fact that a limited number of games account for a substantial portion of our revenue;

Removed

•Our reliance on third-party service providers including cloud computing services, payment processors, and infrastructure service providers, and our ability to manage our relationships with such providers or lose access to such services;

Removed

•The competitiveness of the broader entertainment industry;

Removed

•Risks associated with competitors that do not follow ethical fairness practices to grow their businesses.

Removed

•Risks associated with disruptive technologies, including artificial intelligence;

Removed

•Risks related to a variety of U.S. and foreign laws which our business is subject to, and which are subject to change and could adversely affect our business;

Removed

•Our ability to obtain, maintain, protect or enforce our intellectual property rights;

Removed

•Risks related to economic downturns and political and market conditions beyond our control;

Removed

•Risks related to the occurrence of a data breach or other failure of our cybersecurity or that of third parties with whom we interact;

Removed

•Our ability to timely and effectively remediate the material weaknesses in our internal controls over financial reporting or additional material weaknesses or other deficiencies in the future;

Removed

•Our ability to mitigate the commercial, reputational and regulatory risks to our business that may arise as a consequence of our need to restate our financial statements; and

Removed

•Risks related to corporate responsibility and reputation.

Reworded

Risks Related to Our Business and Industry

Removed

We identified certain misstatements to our previously issued financial statements and have restated certain of our Consolidated Financial Statements, which has created additional risks and uncertainties that may have a material adverse effect on our business, financial position and results of operations.

Removed

We restated previously issued unaudited interim condensed consolidated financial statements as recently as the second quarter of 2023. We concluded that prior periods should be restated to correct (i) an understatement of end-user liability, (ii) reserves for potential indirect tax liabilities, (iii) impairment of long-lived assets, (iv) stock compensation expense, (v) certain other accrued expenses, (vi) other adjustments and (vii) income tax adjustments related to the aforementioned errors.

Removed

As a result of these errors and the restatements, we have become subject to a number of additional risks and uncertainties and unanticipated costs for accounting, legal and other fees and expenses. We may become subject to legal proceedings brought by regulatory or governmental authorities, or subject to other legal proceedings, as a result of the errors or the related restatement, which could result in a loss of investor confidence or other reputational harm, the loss of key employees, additional defense and other costs. Any of the foregoing impacts, individually or in aggregate, may have a material adverse effect on our business, financial position and results of operations.

Removed

We have identified material weaknesses in our internal control over financial reporting as of December 31, 2023 and December 31, 2024. If we are unable to develop and maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results in a timely manner, which may adversely affect investor confidence in us and materially and adversely affect our business, operating results and stock price.

Removed

As discussed in Part II – 9A, “Controls and Procedures”, of this Annual Report, our management concluded that material weaknesses existed as of December 31, 2024.

Removed

If we are unable to remediate the material weaknesses timely and sufficiently or if we identify any new material weaknesses in the future, our ability to prevent or detect a misstatement of our accounts or disclosures could result in a material misstatement of our annual or interim financial statements. In such a case, we may be unable to maintain compliance with securities law requirements (and covenants under our debt instruments) regarding timely filing of periodic reports in addition to applicable stock exchange listing requirements, investors may lose confidence in our financial reporting, our ability to obtain additional financing may be impaired and our stock price may decline as a result. For example, the identified material weaknesses have impeded the Company’s ability to timely file annual and quarterly reports with the Securities and Exchange Commission, including this Annual Report on Form 10-K for the fiscal year ended December 31, 2024 as well as the Quarterly Reports on Form 10-Q for the fiscal quarters ended March 31, 2025 and June 30, 2025, and may impede our ability to timely file such reports again in the future. We could also become subject to investigations or sanctions by the SEC, the stock exchange on which our securities are listed or other regulatory authorities. Likewise, failure to timely file our financial statements could cause us to be ineligible to utilize short form registration statements, which could impair our ability to obtain capital in a timely fashion to execute our business strategies or issue shares to effect an acquisition. We cannot assure you that the measures we have taken to date, or any measures we may take in the future, will be sufficient to avoid potential future material weaknesses.

Added

We compete for users’ limited discretionary time and spending against a wide range of traditional and digital entertainment options, many of which are more established and better resourced. Our industry is characterized by rapid technological change, evolving consumer preferences, and intense competition from both large, well-capitalized companies and emerging entrants. Competitors may develop more compelling products, invest more heavily in development and marketing, adopt aggressive pricing or promotional strategies, or establish strategic partnerships that enhance their market position.

Added

Advancements in artificial intelligence may further intensify competition, and our failure to effectively incorporate such technologies into our platform could impair our competitiveness and reduce our market share. In addition, ongoing industry consolidation may result in larger competitors with greater scale, broader offerings, and expanded geographic reach. If we are unable to maintain user engagement or grow our market share, our business, financial condition, and results of operations could be adversely affected.

Removed

We operate in the highly competitive global entertainment and gaming industries, where consumers have numerous alternative sources of entertainment, including television, movies, sports, and casinos, many of which are more established and may be perceived as offering greater variety, affordability, or enjoyment. We compete for users’ limited discretionary time and income, and if we fail to sustain sufficient interest in our platform relative to other entertainment options, our business could be adversely affected. The industry in which we operate is characterized by rapid technological change, evolving customer preferences and demand, and intense competition from both established well-financed companies producing online games, and/or interactive entertainment products and emerging companies who may have significant financial and marketing resources. Our competitors may also develop products, features and services that are similar to ours or that achieve greater market acceptance. Competitors may invest more heavily in product development, undertake extensive marketing, campaigns, adopt aggressive pricing or promotional strategies, and may create partnerships with developers, or otherwise achieve greater commercial success than we do, which could adversely impact our business. Advancements in artificial intelligence may further intensify competition, and our failure to effectively integrate AI into our products and operations could impair our ability to remain competitive and may reduce our market share. In addition, continuing consolidation in the entertainment and gaming industries may create larger and better-capitalized competitors with broader product offerings and geographic reach. If we are unable to maintain or grow our market share or keep our platform offerings popular with users, our business, financial condition, and results of operations could be adversely affected.

Reworded

We have worked, and will continue to work, towards helping to stop these dishonest practices. In February 2024, we and Big Run Studios, Inc. (“Big Run”) brought suit against AviaGames, Inc. (“AviaGames”) for false advertising, copyright infringement, and violations of California’s state unfair competition law in relation to AviaGames’ use of bots on its platform. We are currently involved in other ongoing litigation with other defendants in relation to similar claims related to bot misuse. In April 2024, we, Big Run and AviaGames’ entered into a settlement agreement that resolved the bot misuse litigation with respect to AviaGames, but there is no guarantee we will resolve our other ongoing bot misuse litigation on favorable terms. Additionally, although we intend to initiate additional actions to protect our company and players, our ability to bring claims related to bot misuse depends on our ability to detect bot misuse. It may be difficult to detect bot users who advertise and market themselves as fair play skill-based gaming platform providers. Moreover, it may be difficult or impossible to obtain evidence of bot use in a competitor’s or potential competitor’s products, which would prevent us from successfully deterring bot misuse among our competitors.

Reworded

We are subject to risks associated with disruptive technologies, including artificial intelligence.AI.

Added

Presently, we employ AI, machine learning technologies, and automated decision-making technologies, including proprietary AI and machine learning algorithms and models (collectively, “AI Technologies”) throughout our business, and are making significant investments in this area. AI technologies present risks related to data quality, bias, cybersecurity, intellectual property, regulatory compliance, and market acceptance. If our AI systems are improperly designed, trained on inadequate or biased data, or used without sufficient oversight, our products, operations, and reputation could be adversely affected.

Added

We also rely on third-party AI providers and infrastructure, and any disruption, cost increase, or change in terms could adversely affect our operations.

Removed

Presently, we employ a limited array of artificial intelligence technology in our business, the use of which introduces us to certain risks including dependency on accurate intelligence performance, potential security breaches, challenges in regulatory compliance, ethical considerations, potential workforce disruption, the risk of intellectual property infringement, and other emerging technology risks. It is conceivable that we might integrate further artificial intelligence solutions into our information systems in the future, potentially assuming a more critical role in our operations over time. While we safeguard our assets, including intellectual property and sensitive information, we cannot ensure that our employees, contractors or other agents adhere to those policies. Failure or perceived failure by us to address these risks adequately may negatively impact our operations, reputation and financial performance. Further, evolving legal and regulatory requirements associated with implementing artificial intelligence tools may require significant resources to help ensure compliance with U.S. and international law.

Removed

We rely on our third-party developer partners to develop and update all of the game features on our platform not tied to our SDK. The decision of developers to remove the Skillz Software Development Kit, or "SDK" from their games or changes in the terms of our commercial relationship with third-party developers could adversely impact our financial condition, results of operations and prospects. In addition, the failure of developers to provide timely and reliable updates to their games could adversely impact our financial condition, results of operations and prospects.

Removed

We rely significantly on third-party game developers to develop the games that we host on our platform. Accordingly, our business depends on our ability to promote, enter into and maintain successful commercial relationships with such developers including through the Skillz Developer Accelerator initiative we launched in February 2025.

Removed

In general, we rely on our standard terms of service for third-party developers which govern the distribution, operations and fee sharing arrangements for hosting a game on our platform. In some cases, we rely on negotiated agreements with third-party developers that modify our standard terms of service. Quality third-party game developers are continually in high demand and there can be no assurance that the developers that have developed games for our platform historically will continue to maintain games on our platform or be willing to provide new games for our platform in the future. If we are unable to attract and maintain these third-party developer relationships, if the terms and conditions of such commercial relationships become less favorable to Skillz or if a developer decides to remove their games from our platform, our results of operations and prospects would suffer and we may not recoup any of or a portion of the capital we have already deployed, or the capital we intend to further deploy, in connection with the Skillz Developer Accelerator initiative.

Removed

In addition, we rely on our developer partners to manage and maintain their games, including updating their games to include the latest version of the Skillz SDK. The failure of our developer partners to provide timely and reliable updates could adversely impact our financial condition, results of operations and prospects.

Removed

Our focus on our third-party developers and willingness to focus on the long-term benefits of our relationships with such developers may conflict with the short-term interests of our business. We believe our third-party developer partners are essential to our success and establishing mutually successful relationships with such developers serves the best long-term interests of Skillz and our stockholders. Therefore, we have made in the past, and we may make in the future, significant investments (such as the Skillz Developer Accelerator program) or changes to the terms of our relationships with our developer partners that we believe will benefit us in the long-term, even if our decision has the potential to negatively impact our operating results in the short-term. In addition, our decisions may not result in the long-term benefits that we expect, in which case the success of our platform, business, financial condition or results of operations could be harmed.

Reworded

Historically, our top games and related developers have accounted for a substantial portion of our revenue earned from the Skillz platform. For the year ended December 31, 2024, Solitaire Cube and 21 Blitz (each developed by Tether Studios, LLC (“Tether”)) and Blackout Bingo (developed by Big Run Studios Inc. (“Big Run”)) combined accounted for 59% of revenue. For the year ended December 31, 2024,2025, Tether accounted for 45%51% of our revenue and Big Run accounted for 26%23% of revenue. These games, and the related developers, have historically been subject to our terms of service, which include, among other things, developer exclusivity for certain periods of time, as modified by negotiated agreements. The negotiated agreements provide Skillz with the discretion, but not the obligation, to provide marketing support for specified games and for revenue sharing with the developers that is more favorable to Skillz than our standard terms. These negotiated agreements restrict the removal of the applicable games from our platform for at least 12 months following termination.

Added

We rely on our third-party developer partners to develop and update all of the game features on our platform not tied to our SDK. The decision of developers to remove the SDK from their games or changes in the terms of our commercial relationship with third-party developers could adversely impact our financial condition, results of operations and prospects. In addition, the failure of developers to provide timely and reliable updates to their games could adversely impact our financial condition, results of operations and prospects.

Added

We rely significantly on third-party developers to create and maintain the games offered on our platform, and our success depends on our ability to establish and sustain favorable commercial relationships with these developers, including through initiatives such as our Developer Accelerator program. These relationships are generally governed by standard terms of service, and in some cases, negotiated agreements. However, competition for high-quality developers is intense, and there can be no assurance that existing developers will continue to support our platform or provide new content.

Added

If we are unable to attract or retain developers, if the terms of these relationships become less favorable, or if developers remove or fail to update their games, including timely integration of our SDK, our platform performance, user engagement, and financial results could be adversely affected. In addition, we may not realize a return on capital deployed to support developer initiatives.

Added

We may also make strategic investments or adjust developer terms to support long-term relationships, which could adversely impact our short-term operating results. These efforts may not yield the anticipated long-term benefits, and our business, financial condition, and results of operations could be harmed.

Added

User acquisition is critical to our business and may become more difficult and costly due to increasing competition in mobile and real-money gaming. We rely primarily on digital advertising networks, developers, and affiliate partners, and depend on paid marketing to drive user growth. If new game launches or marketing efforts fail to attract sufficient users, our revenue and operating results could be adversely affected.

Added

Our marketing strategy is designed to generate a positive return on investment, which requires accurate assumptions regarding user engagement and lifetime value. If these assumptions prove inaccurate, or if user acquisition costs exceed the revenue generated from acquired users, our operating results and financial condition could be materially harmed.

Reworded

The success of the games featured on our platform depends, in part, on unpredictable and volatile factors beyond our control, including consumer preferences, competing games, new mobile platforms and the availability of other entertainment experiences. Our end-users have accounts in which they make deposits and hold prior winnings. Prior winnings represented more than 84% of total paid-entry fees for the year ended December 31, 2024. If the games offered on our platform do not meet consumer expectations, if they are not marketed in a timely and effective manner, or if end-users decide to withdraw prior winnings rather than apply such winnings as entry fees to enter subsequent paid contests on our platform our revenue cash flow and financial performance will be negatively affected. End-user liability as of December 31, 20242025 amounted to $6.9$8.2 million and is reflected in our balance sheet within other current liabilities. Typically, these funds are returned to end-users if they choose to withdraw them from their account.

Removed

It may become increasingly difficult and more expensive for us to acquire players for our games for a variety of reasons, including the increasingly competitive nature of the mobile gaming industry as well as the proliferation of other real money gaming options available for players. Furthermore, we acquire and engage users primarily through digital ad networks, our game developers and affiliate partners. We use paid marketing channels to achieve our objectives. We optimize our marketing investment across all our channels in order to generate strong returns on our marketing spending. If the number of players who download new title launches on our platform does not meet our expectations, our revenue and operating results will suffer.

Removed

Furthermore, our spending on user acquisition is designed so that we will achieve a positive return on investment – that is, we expect that the amount we spend to acquire users in our games will be less than the revenue we ultimately generate from such acquired users. In order to determine the expected revenue from acquired users who may play our games for multiple years, we often must make certain assumptions about their projected spending behavior, and these assumptions may turn out to be incorrect. To the extent that we do not achieve a positive return on investment on our user acquisition spending, it will negatively impact our operating results.

Added

We have incurred, and may continue to incur, losses from fraudulent activities, including unauthorized payments, use of stolen or invalid payment methods, identity theft, and other financial fraud. We may be held liable for fraudulent transactions, even if approved by financial institutions. Failure to detect or prevent such activity in a timely manner could result in financial losses, operational disruption, and reputational harm.

Removed

We have incurred, and may in the future incur, losses from fraudulent activities, including unauthorized payments, use of stolen or invalid credit cards, claims of unauthorized payments by a user, attempted payments by users with insufficient funds and other forms of financial fraud. Bad actors also engage in illegal activities involving personal information, such as the unauthorized use of another person’s identity, account or payment information and unauthorized acquisition or use of payment details, bank information, and mobile phone numbers and accounts. We may also be held liable for use of funds on our platform with fraudulent credit card data, even if the relevant transaction was approved by the associated financial institution. Acts of fraud or successful exploitation of our systems (and any failure to discover such acts in a timely manner) can harm our reputation. Failure to discover such acts or schemes in a timely manner could result in harm to our operations and negative publicity related to such schemes could have an adverse effect on our reputation.

Reworded

In addition, third parties have developed, and may in the future continue to develop,develop “cheating” programstools that exploit vulnerabilities in the games featured on our platform, automateincluding automating gameplay, enableenabling collusion, obtain unfair advantages, or otherwise undermineundermining thefair integrity of our platform.play. These programsactivities may harmdegrade theuser experiencesexperience, ofreduce players who play fairly,player and leaddeveloper playersengagement, orand developers to stop engaging with our platform. Failure to detect or prevent such activityresult in alost timely manner could lead to revenue loss,revenue, increased costs, negative publicity, and potential liability.

Reworded

Further, advancesAdvances in artificial intelligenceAI may enablefurther moreincrease sophisticatedthe sophistication and scale of fraud and cheatingcheating, methodsas andwell increaseas risksthe risk of unauthorized access to or disclosuremisuse of information,data. includingOur through our own or third-party use of AI tools. Any failureinability to effectively prevent or mitigate these risks could adversely affect our business, financial condition, results of operations, and reputation.

Added

Our brand and reputation are critical to attracting, retaining, and growing our developer and user base. If we fail to maintain or enhance the “Skillz” brand, including through adequate trademark protection, our growth and competitiveness could be adversely affected. Our reputation depends in part on our ability to provide high-quality, reliable, and secure games on our platform. Product defects, bugs, security vulnerabilities, unpopular platform changes, or low-quality content may harm user experience, reduce trust, and damage our brand.

Added

Our brand may also be negatively affected by fraudulent, abusive, or illegal activity on our platform, including cheating or conduct by users acting under false identities, as well as any failure to respond effectively to such activity or user concerns. In addition, actual or perceived regulatory non-compliance, or governmental, regulatory, or legal inquiries or actions, could harm our reputation regardless of outcome.

Added

We have been and expect to continue to be subject to media, investor, and regulatory scrutiny relating to our platform, business practices, and operations. Any such scrutiny, including relating to game quality, data privacy, intellectual property, employment practices, or litigation, could damage our brand and adversely affect our business, financial condition, and results of operations.

Removed

We believe that our brand, identity and reputation have significantly contributed to the success of our business. We also believe that maintaining and enhancing the “Skillz” brand and reputation is critical to attracting, retaining, and developing our developers and users. Our brand and reputation are critical to attracting, retaining and growing our developer and user base. Failure to maintain or enhance the “Skillz” brand could adversely affect our growth and competitiveness. We strive to establish and maintain our brand by obtaining trademark rights. However if our trademarks or trade names are not adequately protected, we may not be able to build name recognition in our markets of interest and our competitiveness may be harmed. Maintaining and enhancing our brand and reputation also depends on our continued ability to provide high-quality, reliable and trustworthy games on our platform, which may require substantial investment, may not be successful, and may contain errors, bugs, flaws and other vulnerabilities that could adversely affect user experience, violate security standards or cause users to stop using our platform. Our ability to protect our trademarks and provide high-quality, reliable games through our platform is essential to sustaining our reputation. Product flaws, security issues, unpopular changes to our terms of service, or low-quality content could harm user trust and damage our brand, which in turn may adversely impact our business and results of operations.

Removed

Our brand and reputation may also be negatively affected by the actions of users acting under false or unauthentic identities and by the use of our platform for illicit, illegal or objectionable ends. We may also fail to respond expeditiously to the illicit efforts of third parties to gain an unfair advantage in games through cheating or other fraudulent activity or to otherwise address developer or user concerns, which could erode confidence in our brand and platform and damage our reputation. Any governmental or regulatory inquiry, investigation or action, including based on the appearance of illegal, illicit or objectionable activity or content on our platform, our business practices, or our failure to comply with laws and regulations, could damage our brand and reputation, regardless of the outcome.

Removed

We have experienced, and expect to continue to experience, media, legislative, governmental, regulatory, investor and other third-party scrutiny of our business decisions. Any scrutiny, inquiry, investigation or action, including regarding the quality and trustworthiness of the games featured on our platform, data privacy, copyright, employment or other practices, workplace culture, product changes, service quality, litigation or regulatory action or regarding the actions of our employees, may harm our brand and reputation.

Removed

Unfavorable or volatile domestic and international economic, market, or political conditions—including as related to inflation, rising interest rates, tariffs and changes to trade policy reduced consumer spending, or downturns in global financial markets—may reduce users’ disposable income and demand for our games, which are discretionary purchases. Further, ongoing or escalating geopolitical conflicts, such as those involving Russia and Ukraine, China and Taiwan, Israel and Gaza, and related sanctions or supply chain disruptions could further impact global markets and our operations. Any sustained economic weakness or geopolitical instability could adversely affect our business, financial condition, results of operations, and prospects.

Removed

Further, our games and contests may be considered discretionary items for users. Factors affecting the level of consumer spending for such discretionary items include general economic conditions, and other factors, such as consumer confidence in future economic conditions, fears of recession, the availability and cost of consumer credit, levels of unemployment, tax rates, interest rates, and inflationary pressure. In recent years, the United States and other significant economic markets have experienced cyclical downturns and worldwide economic conditions remain uncertain. As global economic conditions continue to be volatile or economic uncertainty remains, trends in consumer discretionary spending also remain unpredictable and subject to reductions.

Showing the first 60 of 140 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

Management's Discussion & Analysis (MD&A) (10-K Item 7)

56new paragraphs
81removed paragraphs
40reworded paragraphs
9,924 → 7,790words in section

New heading “Scale, growth and engagement of the users”

New heading “Scale, growth and partnership of our developers”

New heading “Product-first philosophy and data science capabilities”

New heading “Our unit economics”

New heading “RZR (formerly Aarki)”

New heading “Fair Value of Non-Marketable Equity Securities”

New heading “Impairment of Long-Lived Assets”

Removed heading “December 31, 2024 compared to the year ended December 31, 2023. For a discussion of the year ended December 31, 2023 compared to the year ended December 31, 2022, please refer to Part II, Item 7, “Management’s Discussion and Analysis of”

Removed heading “Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2023.”

Removed heading “Extension for Continued Listing on the New York Stock Exchange”

Removed heading “Research and Development”

Removed heading “Sales and Marketing”

Removed heading “General and Administrative”

Removed heading “Gain on Legal Settlement”

Removed heading “Impairment of Goodwill and Long-lived Assets”

Removed heading “Gain on Extinguishment of Debt”

Removed heading “Change in Fair Value of Common Stock Warrant Liabilities”

Removed heading “Other (Expense) Income, Net”

Removed heading “Provision for Income Taxes”

Removed heading “Segment Results”

Removed heading “Segment Results for the Years Ended December 31, 2024 and 2023”

Removed heading “Skillz Segment Results”

Removed heading “Aarki Segment Results”

Removed heading “Revenue Recognition”

Removed heading “Revenue from Entry Fees”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Removed text topics: going concern, impairment, goodwill
“During the year ended December 31, 2024, there was no impairment of goodwill or long-lived assets. During the year ended December 31, 2023, we recorded an impairment of $3.3 million related to goodwill and long-lived assets. The impairment was primarily driven by an investment in non-marketable securities we held of a privately held company on account of significant concerns related to the private company’s ability to continue as a going concern.”
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Removed text topics: impairment, goodwill
“Impairment of Goodwill and Long-lived Assets”
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Removed text topics: default, covenant
“Other than as described below with respect to the Company’s noncompliance with certain reporting covenants under the Indenture governing its senior secured notes, the Company has complied with debt covenant requirements that could have a material impact on debt classification in the event of non-compliance. …”
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New text topics: covenant, liquidity
“We believe our existing sources of liquidity are sufficient to fund our operating activities on a short- and long-term basis. Our future cash requirements will depend on many factors, including revenue growth and additional sales and marketing spending activities in addition to funds needed to invest in or acquire complementary businesses, applications or technologies. However, we cannot assure you that cash provided by operating activities or cash and cash equivalents will be sufficient to meet our future needs. …”
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New text topics: impairment
“Impairment of Long-Lived Assets”
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Reworded topics: litigation, competition

Paragraph as it now reads, with added and removed wording marked:

•ADuring fiscal year 2024, a federal jury in San Jose, California issued a verdict in favor of Skillz in a patent infringement action Skillz brought against a privately-held mobile gaming company, AviaGames (“Patent Case”). Skillz, along with game developer Big Run, brought a separate case against AviaGames for false advertising, copyright infringement, and violations of California’s state unfair competition law in federal court in San Francisco, California (“Unfair Competition Case”). Skillz, Big Run, and AviaGames entered into a settlement agreement with respect to both the Patent Case and Unfair Competition Case pending against AviaGames (the “Litigation Settlement”). In exchange for dismissal of both actions and other settlement terms, AviaGames agreed to pay Skillz and Big Run a total of $80.0 million. The Company and Big Run Studio entered into a Side Letter Agreement providing that a portion of the AviaGames settlement funds allocated to Big Run Studio be utilized to repay the outstanding principal and accrued interest under the Loan and Security Agreement totaling $2.0 million (see Note 5, Balance Sheet Components). The Company and Big Run collectively received $50.0 million from AviaGames pursuant to the settlement agreement. Of the $50.0 million received, Skillz received $48.0 million, $2.0 million of which was for settlement of the amount outstanding under the Loana loan and Securitysecurity Agreementagreement with Big Run. BeginningThe inCompany Marchrecorded a gain from the Litigation Settlement netting to $46.0 million consisting of 2025,the gross payment of $48.0 million less the $2.0 million received for satisfaction and settlement of the loan and security agreement. AviaGames is required to pay Skillz an additional $7.5 million annually over a four-year period as royalty payments for AviaGames’ license of the applicable patent and its patent family; no portion of these payments are due to Big Run (see Note 5, Balance Sheet Components and Note 10, Commitments and Contingencies).Run. During thefiscal year ended December 31, 2024,2025, the Company recorded a gain from the Litigation Settlement netting $46.0 million consisting of the gross payment of $48.0 million less the $2.0 million received for satisfaction and settlement of the Loan and Security Agreement. The Company will record the $7.5 million paymentswhen topayment bewas received in(see MarchNote 2025,9, 2026, 2027Commitments and 2028Contingencies, asin aPart gainII, uponItem receipt8 of eachthis payment.Annual Report).
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Reworded

The following discussion should be read in conjunction with the consolidated financial statements and accompanying notes included in Part II, Item 8 of this FormAnnual 10-K.Report. This section generally discusses the results of our operations for the year ended December 31, 2025 compared to the year ended December 31, 2024. For a discussion of the year ended December 31, 2024 compared to the year ended December 31, 2023, please refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our annual report on Form 10-K for the year ended December 31, 2024.

Removed

December 31, 2024 compared to the year ended December 31, 2023. For a discussion of the year ended December 31, 2023 compared to the year ended December 31, 2022, please refer to Part II, Item 7, “Management’s Discussion and Analysis of

Removed

Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2023.

Reworded

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to help the reader understand the results of operations and financial condition of Skillz Inc. (the “Company,” “Skillz,” “we,” “us,” “our,” and “its”). MD&A is provided as a supplement and should be read in conjunction with the consolidated financial statements and related notes included in Part II, Item 8, “Financial Statements and Supplementary Data”, of this Annual Report on Form 10-K.Report. This discussion contains forward-looking statements and involves numerous risks and uncertainties, including, but not limited to, those described in Part I, including Note Regarding Forward-Looking Statements and Item 1A, “Risk Factors”. Actual results may differ materially from those contained in any forward-looking statements. Our historical results are not necessarily indicative of the results that may be expected for any period in the future.

Added

We were founded on one simple belief: competition holds the power to unleash possibilities in all of us. We are all born with skills and when we are able to apply those skills through competition, we can achieve great things. That is the guiding principle behind why we are advancing competitive mobile gaming.

Added

Our Company’s mission is to bring out the best in everyone through competition. We believe our business model is unique in that we create both opportunities for game developers to turn their craft into financial success and opportunities for players to experience wins through our platform.

Added

Our proprietary multi-player platform, a form of social media solution, provides interactive entertainment through competitive game content. We believe our platform democratizes the mobile gaming industry by “leveling the playing field” for developers worldwide, enabling us to deliver gaming experiences that our player community can trust. The trust and fairness we foster with our player community is part of the foundation upon which our business is built.

Added

In March 2026, Aarki, our performance marketing platform business, rebranded as “RZR.” The rebrand reflects an evolution of the platform’s capabilities and market positioning and does not represent a change in ownership or legal structure.

Added

Paired with RZR (formerly Aarki), our AI-powered advertising technology segment, Skillz operates an ecosystem that combines content, audience, and performance into a unified growth engine. RZR delivers advertising solutions that drive revenue growth for brands and mobile apps by leveraging billions of contextual bidding signals, proprietary machine learning, and behavioral models to engage audiences in a privacy-first world. We are increasingly focused on expanding into emerging performance channels such as connected television, as well as enhancing cross-channel measurement and optimization capabilities. As Skillz onboards new developers, RZR’s platform is designed to power game title growth through user acquisition and monetization, continuously enhancing its machine learning engine, which in turn delivers better outcomes for developers and greater efficiency for the Skillz platform.

Removed

We operate a marketplace that connects the world through competition, serving both developers and users. Our platform enables fair, fun and competitive gaming experiences and the trust we foster with users is the foundation upon which our community is built.

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For the year ended December 31, 2024, the platform had over 816 thousand monthly active users (“MAUs”) and hosted an average of over 1.1 million daily tournaments, including an average of approximately 405 thousand paid entry daily tournaments, offering over $41.2 million in prizes each month.

Removed

The following supplemental financial information table summarizes key operating metrics for the years ended December 31, 2024 and 2023. These metrics are utilized by management and the Board to evaluate the operating performance of the Company and are key factors that directly impact the Company’s revenue, costs and liquidity. Accordingly, we believe that they provide helpful supplemental information to investors in evaluating our operating results.

Removed

(1) “GMV” or “Gross Marketplace Volume” represents the total entry fees paid by users for contests hosted on Skillz’s platform. Total entry fees include entry fees paid by end-users using cash deposits, prior winnings from end-users’ accounts that have not been withdrawn and end-user incentives used to enter paid entry fee contests.

Removed

(2) “Paying Monthly Active Users” or “PMAUs” represent the number of end-users who entered into a paid contest hosted on Skillz’s platform at least once in a month, averaged over each month in the period.

Removed

(3) “Monthly Active Users” or “MAUs” represent the number of playing end-users who entered into a paid or free contest hosted on our platform at least once in a month, averaged over each month in the period.

Removed

(4) “Average GMV Per Paying Monthly Active User” represents the average GMV in a given month divided by Paying MAUs in that month, averaged over the period.

Removed

(5) “Average GMV Per Monthly Active User” represents the average GMV in a given month divided by MAUs in that month, averaged over the period.

Removed

(6) “Average Revenue Per Paying Monthly Active User” or “ARPPU” represents the average revenue in a given month divided by Paying MAUs in that month, averaged over the period and does not include a deduction for end-user incentives, which are included in sales and marketing expenses.

Removed

(7) “Average Revenue Per Monthly Active User” or “ARPU” represents the average revenue in a given month divided by MAUs in that month, averaged over the period and does not include a deduction for end-user incentives, which are included in sales and marketing expenses.

Removed

(8) Amount reflects the average end-user incentives included in sales and marketing expenses in a given month divided by PMAUs in that month, averaged over the period.

Removed

(9) Amount reflects the average end-user incentives included in sales and marketing expenses in a given month divided by MAUs in that month, averaged over the period.

Removed

Over the course of the fiscal years ending December 31, 2024 and 2023, our focus was on driving higher efficiency from our marketing investment by (1) reducing spend on low-return engagement marketing programs, which we expect will result in lower engagement marketing as a percentage of revenue and (2) driving UA efficiency by optimizing spend across networks, and driving higher organic traffic. To the extent we reduce engagement marketing spend, we expect to reduce our Bonus Cash end-user incentives in proportion to such overall engagement marketing reduction.

Reworded

User acquisition (“UA”) marketing is a sales and marketing expense to acquire new paying users to our platform. UA marketing spend during fiscal year 20242025 was approximately $18.4$17.4 million, as compared to approximately $29.4$18.4 million in fiscal year 2023.2024. The reduction in UA marketing and engagement marketing expenses in fiscal year ending December 31, 20242025 compared to 20232024 has resulted in a substantial reduction in revenue and is expected to continue to result in a reduction in revenue. We are currently unable to reasonably estimate the quantitative impact, or range of impact, that reductions in UA marketing and engagement marketing will have on forward-looking revenue as a result of the number of interrelated factors impacting revenue, including, but not limited to, retention of existing users on the platform, ARPPU,average revenue per paying monthly active user, efficacy of various engagement marketing programs on existing users, elasticity of the digital advertising supply curve, and impact of varying levels of player liquidity on the existing user ecosystem.

Reworded

Certain of the Tether Agreements restrict the removal of Tether’s top two games, Solitaire Cube and 21 Blitz, from the Company’s platform for at least 18 months following termination. During the post-termination period, Skillz has the option, but not the obligation, to host paid competitions for such games on the platform. For the year ended December 31, 2024, Tether accounted for 45% of our revenue. If we are unable to negotiate new terms with Tether or, as applicable with other developers, or if any new terms are less favorable to us, or if our litigation against Tether is unsuccessful, and these games were to be removed from our platform and we are unable to identify and market suitable replacements, there may be a material adverse effect on our business and results of operations Following receipt of the Notice, on September 1, 2025, we filed suit in the Court of Chancery of the State of Delaware, seeking injunctive and declaratory relief in relation to Tether’s breach of the Tether Agreements. The Company is also disputing Tether’s allegations with respect to the grounds for termination of the Tether Agreements for cause. We intend to defend our position, but can provide no assurances regarding the outcome of the claim and the impact it may have on our business. See the risk factor entitled “Historically, a limited number of games have accounted for a substantial portion of our revenue. If these games were to become less popular or be removed from our platform and we are unable to identify and market suitable replacements, our business and prospects could suffer” in Part I, Item 1A, Risk Factors of this Annual Report on Form 10-K for additional information on risks related to Tether’s Notice. The removal of Solitaire Cube and 21 Blitz contrary to the terms set forth in the agreements and/or before Skillz can provide a suitable replacement to such games may cause a material adverse effect on our platform business and results of operationsoperations.

Added

Following receipt of the Notice, on September 1, 2025, we filed suit in the Court of Chancery of the State of Delaware, seeking injunctive and declaratory relief in relation to Tether’s breach of the Tether Agreements. The Company is also disputing Tether’s allegations with respect to the grounds for termination of the Tether Agreements for cause. We intend to defend our position, but can provide no assurances regarding the outcome of the claim and the impact it may have on our business. See the risk factor entitled “Historically, a limited number of games have accounted for a substantial portion of our revenue. If these games were to become less popular or be removed from our platform and we are unable to identify and market suitable replacements, our business and prospects could suffer” in Part I, Item 1A, Risk Factors of this Annual Report for additional information on risks related to Tether’s Notice. The removal of Solitaire Cube and 21 Blitz contrary to the terms set forth in the agreements and/or before Skillz can provide a suitable replacement to such games may cause a material adverse effect on our platform business and results of operations.

Removed

Extension for Continued Listing on the New York Stock Exchange

Removed

On April 2, 2025, we received a notice from the NYSE indicating that we are not in compliance with the NYSE’s continued listing requirements under the timely filing criteria outlined in Section 802.01E of the NYSE Listed Company Manual as a result of our failure to timely file this Annual Report on Form 10-K. The NYSE informed us that, under the NYSE’s rules, we had six months to file this Annual Report on Form 10-K with the U.S. Securities and Exchange Commission (the “SEC”) and that the NYSE will continue to list our shares on the NYSE provided that we regain compliance with Section 802.01E within the initial six-month cure period.

Removed

We presented a compliance plan to the NYSE in September 2025 to request an additional extension period for continued listing of our Class A common stock on the NYSE (the “Additional Cure Period”) in order for us to complete and file this Annual Report on Form 10-K, and our Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2025 and June 30, 2025, and any subsequent delinquent SEC quarterly filings (the Quarterly Reports on Form 10-Q together with this Annual Report on Form 10-K, collectively, the “Delayed Filings”), and regain compliance with the NYSE’s continued listing requirements.

Removed

On September 25, 2025, the NYSE granted our request for an Additional Cure Period and agreed to provide us with an extension to continue our listing on the NYSE through December 17, 2025, subject to ongoing reassessment by the NYSE and provided that we become current with our SEC filings by such date.

Reworded

On October 28, 2025, the courtCourt denied Papaya’s motion for summary judgment as to Skillz’s claims against Papaya. The Court also denied Papaya’s motion to exclude Skillz’s consumer and damages experts. TheOn court’sNovember rulings21, on2025, Skillz’the Court granted Skillz’s motion for summary judgment asof all of Papaya’s remaining counterclaims and affirmative defenses. On February 12, 2026, the Court granted in part and denied in part Skillz’s motion to exclude Papaya’s counterclaims against Skillz,damages and technical experts. The Court also granted in part and denied in part Papaya’s expertsmotion areto stillexclude pendingSkillz’s technical expert. The trial is currently scheduled to begin on April 13, 2026 (see Note 10,9, Commitments and ContingenciesContingencies, in Part II, Item 8 of this Annual Report).

Reworded

Our Financialconsolidated Statementsfinancial statements included in this report reflect the following additional items impacting the comparability of results of operations and financial condition during the fiscal year 2025 to those during fiscal year 2024:

Removed

•In connection with a dispute with a former employee, the Court of Appeals issued its decision, affirming the judgment of $4.4 million, with an additional $2.3 million for a total award of $6.7 million. The Court of Appeals also affirmed the dismissal of the wrongful termination and retaliation claims, holding that stock options are not wages. The Court of Appeal’s decision became final, non-appealable and enforceable.

Removed

•A vendor and the Company settled a dispute. In exchange for mutual releases of all claims, the Company paid the vendor $2.75 million in March 2025, $2.75 million of which has been accrued for in fiscal year 2024, (see Note 19, Subsequent Events).

Removed

•A vendor and the Company agreed to mediate a dispute that resulted in a settlement where the Company agreed to pay the vendor $533 thousand, which represented the past due balances for year one and year two of the agreement that were fully accrued as of December 31, 2024 (see Note 19, Subsequent Events).

Removed

•The Company and a lessor of its former headquarters in San Francisco mutually agreed to terminate a lease. In exchange for the mutual releases, the Company paid the lessor a lump sum payment of $14,000,000 in fiscal year 2025. The loss on termination of the operating lease of $0.4 million represented the difference between the settlement amount and the carrying value of the lease obligation and was recorded during the fiscal year 2024.

Reworded

•ADuring fiscal year 2024, a federal jury in San Jose, California issued a verdict in favor of Skillz in a patent infringement action Skillz brought against a privately-held mobile gaming company, AviaGames (“Patent Case”). Skillz, along with game developer Big Run, brought a separate case against AviaGames for false advertising, copyright infringement, and violations of California’s state unfair competition law in federal court in San Francisco, California (“Unfair Competition Case”). Skillz, Big Run, and AviaGames entered into a settlement agreement with respect to both the Patent Case and Unfair Competition Case pending against AviaGames (the “Litigation Settlement”). In exchange for dismissal of both actions and other settlement terms, AviaGames agreed to pay Skillz and Big Run a total of $80.0 million. The Company and Big Run Studio entered into a Side Letter Agreement providing that a portion of the AviaGames settlement funds allocated to Big Run Studio be utilized to repay the outstanding principal and accrued interest under the Loan and Security Agreement totaling $2.0 million (see Note 5, Balance Sheet Components). The Company and Big Run collectively received $50.0 million from AviaGames pursuant to the settlement agreement. Of the $50.0 million received, Skillz received $48.0 million, $2.0 million of which was for settlement of the amount outstanding under the Loana loan and Securitysecurity Agreementagreement with Big Run. BeginningThe inCompany Marchrecorded a gain from the Litigation Settlement netting to $46.0 million consisting of 2025,the gross payment of $48.0 million less the $2.0 million received for satisfaction and settlement of the loan and security agreement. AviaGames is required to pay Skillz an additional $7.5 million annually over a four-year period as royalty payments for AviaGames’ license of the applicable patent and its patent family; no portion of these payments are due to Big Run (see Note 5, Balance Sheet Components and Note 10, Commitments and Contingencies).Run. During thefiscal year ended December 31, 2024,2025, the Company recorded a gain from the Litigation Settlement netting $46.0 million consisting of the gross payment of $48.0 million less the $2.0 million received for satisfaction and settlement of the Loan and Security Agreement. The Company will record the $7.5 million paymentswhen topayment bewas received in(see MarchNote 2025,9, 2026, 2027Commitments and 2028Contingencies, asin aPart gainII, uponItem receipt8 of eachthis payment.Annual Report).

Reworded

•InDuring connectionfiscal withyear 2024, the Company’s De-SPAC litigation, Skillz filed suit against its insurance carrier for D&O insurance coverage and on January 17, 2025, the insurance carrier agreed to contribute a total of $9,750,000 to the Company in connection with this matter’s settlement agreement. The parties involved with the De-SPAC litigation executed a term sheet to settle the action in principle for $10$10.0 million, subject to completing settlement documentation and obtaining court approval. As the successor to Flying Eagle, the defendant in the De-SPAC litigation, Skillz is obligated to indemnify and pay legal costs of the Individual D&O Defendants of Flying Eagle in their capacities as such in connection with this action and, as such recorded an expense of $10 million, offset by the insurance proceeds of $9.75$10.0 million, which is reflected in general and administrative expenses for the year ended December 31, 2024. The Company recorded the insurance recovery proceeds as an offset to general and administrative expensesexpense for the year ended December 31, 2024 (see Note 19,9, SubsequentCommitments Eventsand Contingencies, in Part II, Item 8 of this Annual Report).

Added

•During fiscal year 2025, the Company filed suit against its insurance carrier for D&O insurance coverage in connection with the Company’s De-SPAC litigation. The insurance carrier agreed to contribute a total of $9.8 million to the Company in connection with this matter’s settlement agreement. The Company recorded the insurance recovery proceeds as an offset to general and administrative expenses for the year ended December 31, 2024 (see Note 9, Commitments and Contingencies, in Part II, Item 8 of this Annual Report). During fiscal year 2025, the insurance proceeds were received and the De-SPAC settlement payment was remitted.

Added

•During fiscal year 2025, the Company and a vendor settled a dispute. In exchange for mutual releases of all claims, the Company paid the vendor $2.8 million that was fully accrued as of December 31, 2024 (see Note 9, Commitments and Contingencies, in Part II, Item 8 of this Annual Report).

Added

•During fiscal year 2025, the Company and a vendor agreed to mediate a dispute that resulted in a settlement where the Company agreed to pay the vendor $0.5 million, which represented the past due balances for year one and year two of the agreement that were fully accrued as of December 31, 2024 (see Note 9, Commitments and Contingencies, in Part II, Item 8 of this Annual Report).

Added

•During fiscal year 2025, the Company and a lessor of its former headquarters in San Francisco mutually agreed to terminate a lease. In exchange for the mutual releases, the Company paid the lessor a lump sum payment of $14.0 million (see Note 9, Commitments and Contingencies, in Part II, Item 8 of this Annual Report).

Added

•During fiscal year 2024, the Court of Appeals issued its decision, affirming the judgment of $4.4 million, with an additional $2.3 million for a total award of $6.7 million in connection with a dispute with a former employee. The Court of Appeals also affirmed the dismissal of the wrongful termination and retaliation claims, holding that stock options are not wages. The Court of Appeal’s decision became final, non-appealable and enforceable. The amount was fully satisfied during fiscal year 2024.

Reworded

Skillz’s financial model alignsis intended to align the interests of gamers and developers, driving value for our stockholders. By monetizing through competition, our system eliminates friction that exists in traditional monetization models between the developer and the gamer. The more gamers enjoy our platform, the longer they play, creating more value for Skillz and our developers. By generating higher player to payor conversion, retention and engagement, we are able to monetize users at higher rates than what our developers would generate through advertisements or in-game purchases.

Reworded

Our platform allows users to participate in fair competition, while rewarding developers who create games that keep players engaged. We generate revenue by receiving a percentage of player entry fees in paid (cash or Bonus Cash) contests, after deducting end-user prizes (i.e., winnings from the competitions), end-user incentives accounted for as reduction of revenue and the profit share paid to developers (the “Take Rate”). GMV represents entry fees that may be paid using cash deposits, prior winnings (which includes Bonus Cash previously won and returned as winnings), and end-user incentives (which includes Bonus Cash that has been lost during the period). We offer incentives to end-users to drive traffic to the Skillz platform. End-user incentives that are offered on behalf of game developers, such as Ticketz (which can be redeemed for Bonus Cash) and initial deposit Bonus Cash, are accounted for as a reduction of revenue. End-user incentives for which game developers do not have a valid expectation of being offered to end-users to engage on the platform, such as limited-time Bonus Cash offers, are accounted for as a sales and marketing expense. Refer to Note 2, Summary of Significant Accounting Policies, in Part II, Item 8 of ourthis consolidatedAnnual financial statementsReport for further information.

Removed

The following table summarizes additional components of GMV, including average GMV per active user and average GMV per paying active user for the years ended December 31, 2024 and 2023:

Removed

(1) ‘Prior winnings’ include cash and Bonus Cash that are in the end-user’s account as a result of winnings from competitions. For the year ended December 31, 2024, prior winnings from cash and Bonus Cash were 84% and 16%, respectively. For the year ended December 31, 2023, prior winnings from cash and Bonus Cash were 83% and 17%, respectively.

Removed

(2) ‘Cash deposits’ represent currency deposits into the end-user’s Skillz account during the respective period.

Removed

(3) ‘End-user incentives’ are based on amounts recorded as a reduction of revenue or sales and marketing expenses during the respective period. End-user incentives primarily consist of (i) Bonus Cash, (ii) Ticketz (which can be redeemed for Bonus Cash) and (iii) promotional offers. Bonus Cash relates to all Bonus Cash that has been lost during the period (i.e., when the related cost has been incurred by the Company). Refer to Note 2, Summary of Significant Accounting Policies, of our consolidated financial statements for further information.

Added

Scale, growth and engagement of the users

Reworded

•The scale, growth and engagement of the users — As we continue to acquire users, our ability improves to match comparable players, on both skill level and tournament template, in a fair and timely manner. Better matching leads to stronger engagement and the ability to create larger tournaments with more profitable take rates. This creates a stickier, more engaging, and continuously improving experience for our players, which in turn attracts more players to our platform, creating a positively reinforcing cycle leading to ever-improving gaming experiences.

Added

Scale, growth and partnership of our developers

Reworded

•The scale, growth and partnership of our developers — We have created a platform that drives economic success for our developers. Our end-to-end platform allows developers to focus on creating games by automating and optimizing integral parts of their businesses — from user acquisition and monetization to game optimization. Our built-in payments, analytics, customer support, and live operations platform enables our developers to consistently learn, grow, earn and share in our success.

Added

Product-first philosophy and data science capabilities

Reworded

•Product-first philosophy and data science capabilities — We have built a culture that puts product first, driving our impact with users and developers and then scaling marketing investment. Our easy-to-integrate SDK contains hundreds of features in a small package which allows for over-the-air upgrades. Our intuitive Developer Console dashboard enables our developers to rapidly integrate and monitor the performance of their games. Our LiveOps system enables us to manage and optimize the user experience across the thousands of games on our platform. We collect hundreds of data points during each gameplay session to feed our big data assets which augment all elements of our platform. Our key data science technologies drive our player rating and matching, anti-cheat and anti-fraud, and user experience personalization engine.

Added

Our unit economics

Reworded

•Our unit economics — Our proprietary and highly scalable software platform produces revenue at a low direct cost (i.e. direct software and server costs), contributing to our gross margins. Once acquired, each user cohort contributes to revenue over its life. A cohort is all the users acquired in the period presented. A user is considered part of a cohort based on the first time they make a deposit and enter a paid tournament. Once a user is considered part of a cohort, they are always counted in that cohort.

Added

The following supplemental financial information summarizes key operating metrics for the years ended December 31, 2025 and 2024:

Added

(1)“Gross Marketplace Volume” or “GMV” means the total entry fees paid by users for contests hosted on Skillz’ platform. Total entry fees include entry fees paid by end-users using cash deposits, prior winnings from end-users’ accounts that have not been withdrawn, and end-user incentives used to enter paid entry fee contests.

Added

(2)“Paying Monthly Active Users” or “PMAUs” means the number of end-users who entered into a paid contest hosted on Skillz’ platform at least once in a month, averaged over each month in the period.

Added

(3)“Monthly Active Users” or “MAUs” means the number of playing end-users who entered into a paid or free contest hosted on Skillz’ platform at least once in a month, averaged over each month in the period.

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Comparing 10-Q filed 2026-08-19 (period ending 2026-06-30) with 10-Q filed 2026-05-15 (period ending 2026-03-31).

Risk Factors (10-Q Part II, Item 1A)

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There have been no material changes from the risk factors as previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025.

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Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

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“Costs and Expenses”
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New text topics: competition
“Skillz operates a proprietary, online-hosted, multi-player platform that enables players worldwide to compete in games (“Competitions”). The platform hosts both games developed by third-party developers and games that Skillz itself owns and operates. Skillz provides third-party developers with a software development kit (“SDK”) that they download and integrate with their existing games. …”
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Removed text topics: competition
“We were founded on one simple belief: competition holds the power to unleash possibilities in all of us. We are all born with skills and when we are able to apply those skills through competition, we can achieve great things. That is the guiding principle behind why we are advancing competitive mobile gaming.”
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Removed text topics: competition
“Our Company’s mission is to bring out the best in everyone through competition. We believe our business model is unique in that we create both opportunities for game developers to turn their craft into financial success and opportunities for players to experience wins through our platform.”
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New text
“The Company’s long-term debt consists of the 2021 Senior Secured Notes. As of June 30, 2026, the total principal amount of $129.7 million, gross of discount and issuance costs of $1.0 million, is due on December 15, 2026. On August 4, 2026, we delivered a notice of partial redemption to redeem $80.0 million in aggregate principal amount of the 2021 Senior Secured Notes at a redemption price of 100.00% of the principal amount of the 2021 Senior Secured Notes, plus accrued and unpaid interest, with such redemption occurring on August 14, 2026. …”
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Green = added, red = removed. Unchanged paragraphs and tables are not shown. Read the complete text in the original filing.

Reworded

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to help the reader understand the results of operations and financial condition of SkillzFiry Inc. (for purposes of this section, “Skillz,Firy,” “we,” “us” and “our”). MD&A is provided as a supplement to, and should be read in conjunction with, our Annual Report on Form 10-K for the year ended December 31, 2025 (the “Annual Report”), and our financial statements and the accompanying Notes to Financial Statements (Part I, Item 1 of this Form 10-Q).

Reworded

This discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), about SkillzFiry and our industry that involve numerous risks and uncertainties, including, but not limited to, those described in Part I, Item 1A, “Risk Factors” in our Annual Report and Part II, Item 1A, “Risk Factors” in this Quarterly Report on Form 10-Q. All statements other than statements of historical facts contained,contained in this Quarterly Report on Form 10-Q, including statements regarding our future results of operations or financial condition, business strategy and plans, user growth and engagement, product initiatives, ability to collect legal judgments issued in our favor, and objectives of management for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “going to,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would” or the negative of these words or other similar terms or expressions. We caution you that the foregoing may not include all of the forward-looking statements made.

Added

Firy Inc. (the “Company,” “Firy,” “we,” “us,” or “our”) is a global holding company and the parent of our operating businesses, including Skillz and RZR. Firy is built to fuel business potential and operates at the intersection of content, identity, commerce and performance marketing. The Company leverages first-party data, enterprise-scale infrastructure and scalable operating systems, with a disciplined focus on capital efficiency and long-term value creation.

Added

Skillz operates a proprietary, online-hosted, multi-player platform that enables players worldwide to compete in games (“Competitions”). The platform hosts both games developed by third-party developers and games that Skillz itself owns and operates. Skillz provides third-party developers with a software development kit (“SDK”) that they download and integrate with their existing games. The SDK serves as a data interface between Skillz, developers and players that enables Skillz to provide monetization services, including end-user registration services, player matching, fraud and fair play monitoring, and billing and settlement services. In addition to enabling third-party developers, Skillz develops, publishes, and operates its own first-party games on the platform, which represents a meaningful portion of platform activity.

Added

In March 2026, the Company’s Aarki business rebranded as RZR. The rebrand reflects expanded capabilities and market positioning; there was no change to the entity’s legal structure or control. RZR is an artificial-intelligence-powered demand-side platform that provides data-driven user acquisition, retargeting, and advertising optimization services across mobile and other digital channels. RZR applies proprietary machine learning models to improve advertising performance for its customers.

Added

As Skillz onboards new developers, RZR’s platform is designed to power game title growth through user acquisition and monetization, continuously enhancing its machine learning engine, which in turn delivers better outcomes for developers and greater efficiency for the Skillz platform.

Removed

We were founded on one simple belief: competition holds the power to unleash possibilities in all of us. We are all born with skills and when we are able to apply those skills through competition, we can achieve great things. That is the guiding principle behind why we are advancing competitive mobile gaming.

Removed

Our Company’s mission is to bring out the best in everyone through competition. We believe our business model is unique in that we create both opportunities for game developers to turn their craft into financial success and opportunities for players to experience wins through our platform.

Removed

Our proprietary multi-player platform, a form of social media solution, provides interactive entertainment through competitive game content. We believe our platform democratizes the mobile gaming industry by “leveling the playing field” for developers worldwide, enabling us to deliver gaming experiences that our player community can trust. The trust and fairness we foster with our player community is part of the foundation upon which our business is built.

Removed

In March 2026, Aarki, our performance marketing platform business, rebranded as “RZR.” The rebrand reflects an evolution of the platform’s capabilities and market positioning and does not represent a change in ownership or legal structure.

Removed

Paired with RZR (formerly Aarki), our AI-powered advertising technology segment, Skillz operates an ecosystem that combines content, audience, and performance into a unified growth engine. RZR delivers advertising solutions that drive revenue growth for brands and mobile apps by leveraging billions of contextual bidding signals, proprietary machine learning, and behavioral models to engage audiences in a privacy-first world. We are increasingly focused on expanding into emerging performance channels such as connected television, as well as enhancing cross-channel measurement and optimization capabilities. As Skillz onboards new developers, RZR’s platform is designed to power game title growth through user acquisition and monetization, continuously enhancing its machine learning engine, which in turn delivers better outcomes for developers and greater efficiency for the Skillz platform.

Reworded

Engagement marketing is a sales and marketing expense representing rewards and awards that developers do not have a valid expectation of being offered to end-users to engage on our platform. Engagement marketing may be impacted by end-user incentives, which include Bonus Cash that couldcan only be used to enter into paid contests.

Reworded

User acquisition (“UA”) marketing is a sales and marketing expense to acquire new paying users to our platform. UA marketing spend for the threesix months ended MarchJune 31,30, 2026 was approximately $3.2$4.4 million, as compared to approximately $4.6$8.1 million in the threesix months ended MarchJune 31,30, 2025. We are currently unable to reasonably estimate the quantitative impact, or range of impact, that changes in UA marketing will have on forward-looking revenue as a result of thea number of interrelated factors impacting revenue, including, but not limited to, retention of existing users on the platform, average revenue per paying monthly active user, efficacy of various marketing programs on existing users, elasticity of the digital advertising supply curve, and impact of varying levels of player liquidity on the existing user ecosystem.

Reworded

As previously disclosed, on August 29, 2025, we received a Notice from Tether indicating that Tether is terminating all of its various agreements with us, including our terms orof services,service, effective as of September 1, 2025. Tether’s Notice provides that Tether is terminating the Tether Agreements for convenience, while also asserting grounds for termination for cause (effective September 28, 2025) in the event its termination for convenience is not held as effective by a competent tribunal. We believe the termination notice to be invalid and in breach of Tether’s obligations under the Tether Agreements.

Reworded

Following receipt of the Notice, on September 1, 2025, we filed suit in the Court of Chancery of the State of Delaware, seeking injunctive and declaratory relief in relation to Tether’s breach of the Tether Agreements. The Company is also disputing Tether’s allegations with respect to the grounds for termination of the Tether Agreements for cause. We intend to defend our position, but can provide no assurances regarding the outcome of the claim and the impact it may have on our business. See the risk factor entitled “Historically, a limited number of games have accounted for a substantial portion of our revenue. If these games were to become less popular or be removed from our platform and we are unable to identify and market suitable replacements, our business and prospects could suffer” in Part I, Item 1A, Risk Factors of this Annual Report for additional information on risks related to Tether’s Notice. The removal of Solitaire Cube and 21 Blitz contrary to the terms set forth in the agreements and/or before Skillz can provide a suitable replacement to such games may cause a material adverse effect on our platform business and results of operations.

Reworded

On April 23, 2026, a jury in the U.S. District Court for the Southern District of New York found Papaya Gaming Ltd. and Papaya Gaming Inc. (together, “Papaya”) liable for false advertising and orderedreturned Papayaawards to payof $420 million in damages.actual The jury also issued advisory figures ofdamages, $719 million in profits-based disgorgementdisgorgement, and $652 million in advisory cost-savings disgorgement.disgorgement, with the court to determine which recovery theory will apply. Post-trial motions, oppositions, and replies were filed by the court’s June 19, 2026 deadline. The court isissued setan opinion and order awarding $719 million in disgorgement of unjust profits, plus approximately $10.1 million in fees and costs to issueSkillz aon decisionJuly 27, 2026. A final judgment in Junethe 2026matter withwas respectentered on July 31, 2026. The Company intends to whichvigorously theorypursue full collection of the judgment; however, no assurance can be given as to accept.the timing or amount of any ultimate recovery, including in light of any appeal or further proceedings. Refer to Note 8, “Commitments and Contingencies” for further discussion.

Reworded

•In March 2025, the Company and a vendor settled a dispute. In exchange for mutual releases of all claims, the Company paid the vendor $2.8 million that was fully accrued as of December 31, 2024. Refer to Note 8, “Commitments and Contingencies,” of the notes to the condensed consolidated financial statements included in this Form 10-Q for more information.million.

Added

•In April 2025, the Company and a lessor of its former headquarters in San Francisco mutually agreed to terminate a lease. In exchange for mutual releases, the Company paid the lessor a lump sum payment of $14.0 million.

Added

•In June 2025, the Company and a vendor settled a dispute. The Company paid the vendor $0.5 million, which represented the past due balances for year one and year two of the agreement.

Added

•In April 2026, the Company completed an asset acquisition of a game tile for total consideration of $0.7 million, of which $0.4 million is payable within 12 months of the acquisition date.

Added

•In May 2026, the Company completed an asset acquisition of a game tile for total consideration of $2.2 million, of which $0.2 million is payable within 12 months of the acquisition date.

Reworded

Comparison for the three months ended MarchJune 31,30, 2026 and 2025:

Removed

Revenue

Reworded

Total revenue increased by $7.2$5.8 million, or 33%,23%, to $29.1$31.0 million for the three months ended MarchJune 31,30, 2026 from $21.9$25.2 million for the same period in the prior year. This was primarily due to higher revenue from our RZR segment, together with additional revenue from our Skillz segment.

Reworded

RZR revenue increased by $5.3$4.4 million, or 120%,75%, to $9.8$10.3 million for the three months ended MarchJune 31,30, 2026 from $4.4$5.9 million for the same period in the prior year. This was primarily due to higher advertising revenue from greater demand.

Reworded

Skillz revenue increased by $2.0$1.4 million, or 12%,7%, to $19.7$20.8 million for the three months ended MarchJune 31,30, 2026 from $17.6$19.4 million for the same period in the prior year. This was primarily due to higher average entry fees,fees and a $3.7 million benefit recognized to reduce our indirect taxes liabilities, partially offset by reduced tournament play.play and higher end-user incentives.

Reworded

Cost of revenue increased by $0.6$0.7 million, or 21%, to $3.6$3.9 million for the three months ended MarchJune 31,30, 2026 from $3.0$3.2 million for the same period in the prior year. This was primarily due to higher software license, server and payment processing costs from our Skillz segment.and RZR segments.

Reworded

Research and development costs increased by $0.2$2.0 million, or 5%,42%, to $5.1$6.9 million for the three months ended MarchJune 31,30, 2026 from $4.8 million for the same period in the prior year. This was primarily due to higher employee relatedemployee-related costs from our Skillz and RZR segments.

Reworded

Sales and marketing costs decreased by $0.7$2.8 million, or 4%,17%, to $17.3$13.6 million for the three months ended MarchJune 31,30, 2026 from $18.0$16.4 million for the same period in the prior year. This was primarily due to lower engagement and user acquisition marketing expenses,expenses and engagement marketing expenses from our Skillz segment, partially offset by higher employee relatedemployee-related costs from our Skillz segment. The overall decrease was partially offset by higher employee related costs from ourand RZR segment.segments.

Reworded

General and administrative costs increased by $0.3$11.5 million, or 2%,69%, to $19.4$28.2 million for the three months ended MarchJune 31,30, 2026 from $19.1$16.7 million for the same period in the prior year. This was primarily due to higher softwarecorporate licenselegal fees in addition to higher corporate employee-related costs and legal fees, partially offset by lower employee related costs from our Skillz segment. This increase was also attributed to higher employee relatedemployee-related costs from our RZR segment.

Reworded

Interest expense, net of interest income increased by $1.2$1.1 million, or 113%,83%, to $2.3$2.4 million for the three months ended MarchJune 31,30, 2026 from $1.1$1.3 million for the same period in the prior year. This was primarily related to lower interest income earned as the Company held lessfewer interest bearinginterest-bearing investments.

Reworded

The provision for income taxes was $0.1 million for the three months ended MarchJune 31,30, 2026, representing a 90%605% increase when compared to the provisionbenefit forfrom income taxes for the three months ended MarchJune 31,30, 2025. This was primarily due to a book loss, state and foreign taxes and equity award activities, mostly offset by a full valuation allowance on our deferred tax assets.

Added

Results of Operations

Added

Comparison for the six months ended June 30, 2026 and 2025:

Added

Total revenue increased by $13.0 million, or 28%, to $60.1 million for the six months ended June 30, 2026 from $47.1 million for the same period in the prior year. This was primarily due to higher revenue from our RZR segment, together with additional revenue from our Skillz segment.

Added

RZR revenue increased by $9.8 million, or 94%, to $20.1 million for the six months ended June 30, 2026 from $10.4 million for the same period in the prior year. This was primarily due to higher advertising revenue from greater demand.

Added

Skillz revenue increased by $3.4 million, or 9%, to $40.4 million for the six months ended June 30, 2026 from $37.0 million for the same period in the prior year. This was primarily due to higher average entry fees and reduced end-user incentives in addition to a $3.7 million benefit recognized to reduce our indirect taxes liabilities, partially offset by reduced tournament play.

Added

Costs and Expenses

Added

Cost of revenue increased by $1.3 million, or 21%, to $7.5 million for the six months ended June 30, 2026 from $6.2 million for the same period in the prior year. This was primarily due to higher software license, server and payment processing costs from our Skillz and RZR segments.

Added

Research and development costs increased by $2.3 million, or 24%, to $12.0 million for the six months ended June 30, 2026 from $9.7 million for the same period in the prior year. This was primarily due to higher employee-related costs from our Skillz and RZR segments.

Added

Sales and marketing costs decreased by $3.6 million, or 10%, to $30.9 million for the six months ended June 30, 2026 from $34.4 million for the same period in the prior year. This was primarily due to lower engagement and user acquisition marketing expenses from our Skillz segment, partially offset by higher employee-related costs from our Skillz and RZR segments.

Added

General and administrative costs increased by $11.8 million, or 33%, to $47.6 million for the six months ended June 30, 2026 from $35.8 million for the same period in the prior year. This was primarily due to higher corporate legal fees in addition to higher corporate employee-related costs and employee-related costs from our RZR segment.

Added

Interest expense, net of interest income increased by $2.3 million, or 97%, to $4.7 million for the six months ended June 30, 2026 from $2.4 million for the same period in the prior year. This was primarily related to lower interest income earned as the Company held fewer interest-bearing investments.

Added

The provision for income taxes was $0.2 million for the six months ended June 30, 2026, representing a 750% increase when compared to the provision for income taxes for the six months ended June 30, 2025. This was primarily due to a book loss, state and foreign taxes and equity award activities, mostly offset by a full valuation allowance on our deferred tax assets.

Reworded

As of MarchJune 31,30, 2026, our principal sources of liquidity are our cash and cash equivalents in the amount of $185.4$164.0 million, which are primarily invested in money market funds with maturities of less than three months.

Reworded

In December 2021, the Company offered and sold $300.0 million in aggregate principal senior secured notes due 2026 in a private placement to qualified institutional buyers. Annual interest started to accrue from December 20, 2021 at a stated rate of 10.25% and is payable semiannually on June 15 and December 15 of each year, beginning on June 15, 2022. The notes will mature on December 15, 2026. We used the net proceeds from the offering for general corporate purposes. The notes contain customary covenants restricting our and certain of our subsidiaries’ ability to incur debt, incur liens, make distributions to holders of our stock, make certain transactions with our affiliates, as well as certain financial covenants specified in the indentures. After giving effect to open market repurchases of our senior secured notes, $129.7 million of the senior secured notes remained outstanding as of MarchJune 31,30, 2026. We were in compliance with all covenants applicable to our secured notes as of MarchJune 31,30, 2026. On August 4, 2026, we delivered a notice of partial redemption to redeem $80.0 million in aggregate principal amount of the senior secured notes at a redemption price of 100.00% of the principal amount of the notes, plus accrued and unpaid interest, with such redemption occurring on August 14, 2026. On August 14, 2026, the Company redeemed $80.0 million in aggregate principal amount of the Company’s outstanding 2021 Senior Secured Notes at a redemption price of 100.00% of the principal amount of the Senior Secured Notes, plus accrued and unpaid interest. As of August 14, 2026, after consummation of that redemption, there was $49.7 million aggregate principal amount of the Senior Secured Notes outstanding.

Reworded

Our cash flows from operating activities are significantly affected by the growth of our businessbusinesses primarily related to research and development, sales and marketing, and general and administrative activities. Our operating cash flows are also affected by working capital needs to support growth in personnel-related expenditures and fluctuations in accounts payable and other current assets and liabilities.

Reworded

Net cash used in operating activities decreased by $4.2$7.1 million to $6.7$24.7 million for the threesix months ended MarchJune 31,30, 2026 from $10.9$31.7 million for the same period in the prior year. This was primarily due to a lower net loss in addition to changes in operating assets and liabilities related to cash receipts and disbursements in the normal course of business from our Skillz and RZR segments for the threesix months ended MarchJune 31,30, 2026.

Reworded

Net cash used in investing activities decreasedincreased by $0.8 million to $1.0$4.2 million for the threesix months ended MarchJune 31,30, 2026 from $1.7$3.4 million for the same period in the prior year. This was primarily due to $0.6$2.2 million of capitalizedasset softwareacquisitions developmentfrom costsour andSkillz $0.4segment, millionpartially foroffset by reduced equipment purchases of property and equipment from our Skillz and RZR segments.

Reworded

Net cash used in financing activities decreased by $4.4$5.8 million to $0.5$2.3 million for threethe six months ended MarchJune 31,30, 2026 from $4.9$8.1 million for the same period in the prior year. This was primarily due to $7.7 million of share repurchase activities that occurred during the prior year period, partially offset by $2.3 million of restricted stock vestings that occurred during the current year period.

Reworded

We have operating lease arrangements for office space. As of MarchJune 31,30, 2026, we had lease payment obligations of $1.1$5.2 million, of which $0.5$1.3 million is payable within 12 months.

Added

The Company’s long-term debt consists of the 2021 Senior Secured Notes. As of June 30, 2026, the total principal amount of $129.7 million, gross of discount and issuance costs of $1.0 million, is due on December 15, 2026. On August 4, 2026, we delivered a notice of partial redemption to redeem $80.0 million in aggregate principal amount of the 2021 Senior Secured Notes at a redemption price of 100.00% of the principal amount of the 2021 Senior Secured Notes, plus accrued and unpaid interest, with such redemption occurring on August 14, 2026. On August 14, 2026, the Company redeemed $80.0 million in aggregate principal amount of the Company’s outstanding 2021 Senior Secured Notes at a redemption price of 100.00% of the principal amount of the Senior Secured Notes, plus accrued and unpaid interest. As of August 14, 2026, after consummation of that redemption, there was $49.7 million aggregate principal amount of the Senior Secured Notes outstanding.

Removed

The Company’s long-term debt consists of the 2021 Senior Secured Notes. As of March 31, 2026, the total principal amount of $129.7 million, gross of discount and issuance costs of $1.6 million, is due on December 15, 2026.

FIRY insider buying and selling (Form 4)

Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.

Trade dateInsiderTransactionSharesPriceValueOwned afterFiling
2026-10-05Cabot Anthony
Director
Option exercise 19,048— —38,096 SEC
2026-10-01Singleton Nicole Marie
Chief Human Resources Officer
Option exercise 1,587— —54,066 SEC
2026-10-01Singleton Nicole Marie
Chief Human Resources Officer
Shares withheld for tax 387$12.39 $4.8K53,679 SEC
2026-10-01Singleton Nicole Marie
Chief Human Resources Officer
Option exercise 3,078— —56,757 SEC
2026-10-01Singleton Nicole Marie
Chief Human Resources Officer
Shares withheld for tax 750$12.39 $9.3K56,007 SEC
2026-10-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Option exercise 90,576— —1,863,435 SEC
2026-10-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Shares withheld for tax 35,642$12.39 $441.6K1,827,793 SEC
2026-10-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Option exercise 23,810— —1,851,603 SEC
2026-10-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Shares withheld for tax 9,370$12.39 $116.1K1,842,233 SEC
2026-10-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Option exercise 20,525— —1,862,758 SEC
2026-10-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Shares withheld for tax 8,077$12.39 $100.1K1,854,681 SEC
2026-08-03Hoffman Henry M.
Director
Option exercise 3,511— —14,043 SEC
2026-07-31Wakeford Kent
Director
Option exercise 16,129— —34,431 SEC
2026-07-14Valli Todd A.
Chief Accounting Officer
Option exercise 12,610— —14,161 SEC
2026-07-14Valli Todd A.
Chief Accounting Officer
Shares withheld for tax 2,958$8.44 $25.0K11,203 SEC
2026-07-01Singleton Nicole Marie
Chief Human Resources Officer
Shares withheld for tax 750$10.18 $7.6K52,479 SEC
2026-07-01Singleton Nicole Marie
Chief Human Resources Officer
Shares withheld for tax 387$10.18 $3.9K50,151 SEC
2026-07-01Singleton Nicole Marie
Chief Human Resources Officer
Option exercise 1,587— —50,538 SEC
2026-07-01Singleton Nicole Marie
Chief Human Resources Officer
Option exercise 3,078— —53,229 SEC
2026-07-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Shares withheld for tax 8,077$10.18 $82.2K1,772,859 SEC
2026-07-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Option exercise 20,525— —1,780,936 SEC
2026-07-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Option exercise 23,810— —1,769,781 SEC
2026-07-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Shares withheld for tax 35,642$10.18 $362.8K1,745,971 SEC
2026-07-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Option exercise 90,576— —1,781,613 SEC
2026-07-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Shares withheld for tax 9,370$10.18 $95.4K1,760,411 SEC
2026-06-05Paradise Andrew
Director, Chief Executive Officer, 10% owner
Option exercise 285,714— —1,791,018 SEC
2026-06-05Paradise Andrew
Director, Chief Executive Officer, 10% owner
Shares withheld for tax 8,077$2.59 $20.9K1,691,037 SEC
2026-06-05Paradise Andrew
Director, Chief Executive Officer, 10% owner
Option exercise 20,525— —1,699,114 SEC
2026-06-05Paradise Andrew
Director, Chief Executive Officer, 10% owner
Shares withheld for tax 112,429$12.45 $1.4M1,678,589 SEC
2026-06-01Valli Todd A.
Chief Accounting Officer
Shares withheld for tax 655$2.51 $1.6K1,551 SEC
2026-06-01Valli Todd A.
Chief Accounting Officer
Option exercise 2,206— —2,206 SEC
2026-06-01Franceschi Gaetano
Chief Financial Officer
Shares withheld for tax 12,987$2.51 $32.6K147,426 SEC
2026-06-01Franceschi Gaetano
Chief Financial Officer
Option exercise 53,333— —160,413 SEC
2026-06-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Option exercise 84,559— —1,526,668 SEC
2026-06-01Paradise Andrew
Director, Chief Executive Officer, 10% owner
Shares withheld for tax 21,364$2.51 $53.6K1,505,304 SEC
2026-05-19Mandel Alexander
Director
Option exercise 7,067— —21,201 SEC
2026-05-19Chafkin Casey
Director
Option exercise 3,377— —790,762 SEC
2026-05-19Paradise Andrew
Director, Chief Executive Officer, 10% owner
Shares withheld for tax 5,798$2.59 $15.0K1,442,109 SEC
2026-05-19Paradise Andrew
Director, Chief Executive Officer, 10% owner
Option exercise 23,810— —1,447,907 SEC
2026-05-19Paradise Andrew
Director, Chief Executive Officer, 10% owner
Shares withheld for tax 22,056$2.59 $57.1K1,424,097 SEC
2026-05-19Paradise Andrew
Director, Chief Executive Officer, 10% owner
Option exercise 90,576— —1,446,153 SEC

Well-known investors holding FIRY (13F)

InvestorQuarterSharesReported value% of their 13FChange vs prior quarter
Renaissance Technologies COM CL A2026-06-30400,725$4.1M0.01%No change

13F reports are filed up to 45 days after quarter end and show long U.S. equity positions only; options positions are omitted here.

Coming soon: email alerts when FIRY files, watchlists and downloadable comparisons.