UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 5, 2024
(Exact name of registrant as specified in its charter)
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Registrant’s telephone number, including area code: (415 ) 762-0511
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
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Item 8.01. | Other Events. | ||||
On December 5, 2024, Skillz Inc. (the "Company") announced that its board of directors (the “Board”) reapproved the Company’s share repurchase program, pursuant to which the Company is authorized to purchase up to $41.1 million of its Class A common stock, par value $0.0001 per share (the “Common Stock”), remaining under the Company’s legacy repurchase program.
Repurchases under the share repurchase program may be made at management’s discretion from time to time through open market purchases, in privately negotiated transactions, or by other means, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in accordance with applicable securities laws and other restrictions. The timing and total amount of share repurchases will depend upon business, economic and market conditions, corporate, legal and regulatory requirements, prevailing stock prices, trading volume, and other considerations. The share repurchase program may be suspended or discontinued at any time, and does not obligate the Company to acquire any amount of Common Stock. The Company expects to utilize its existing cash and cash equivalents to fund repurchases under the share repurchase program. The share repurchase program has no expiration date and will continue until otherwise suspended, terminated, or modified at any time for any reason by the Board.
Forward-Looking Statements
This Current Report includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Words such as “expect,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements. These forward-looking statements involve significant risks and uncertainties that could cause the Company’s actual results to differ materially from those discussed in the forward-looking statements. Most of these factors are outside of the Company’s control and are difficult to predict. For a written description of these factors, see the section titled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended 2023 and any updating information in subsequent Security and Exchange Commission (“SEC”) filings, which are available on the SEC’s website at www.sec.gov. In addition, any forward-looking statements contained in this Current Report are based on assumptions that the Company believes to be reasonable as of this date. The Company undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date of this Current Report or to reflect new information or the occurrence of unanticipated events, except as required by law.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
SKILLZ INC. (registrant) | ||||||||||||||||||||
| Date: December 5, 2024 | By: | /s/ Nikul Patel | ||||||||||||||||||
| Name: | Nikul Patel | |||||||||||||||||||
| Title: | Interim General Counsel | |||||||||||||||||||