PlayAGS Inc 2024年度报告

FORM10-K (Mark One)☒ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934for the fiscal year endedDecember 31, 2024or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934for the transition period fromto. Commission file number001-38357 (Exact name of registrant as specified in its charter) 46-3698600 6775 S. Edmond St., Ste #300Las Vegas,NV89118 (Address of principal executive offices) (Zip Code)(702)722-6700(Registrant’s telephone number, including area code) Securities registeredpursuant to Section 12(b)of the Act: Title of each classTrading SymbolName of each exchange on which registeredCommon Stock, $0.01 par valueAGSNew York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐No☒ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant was required to file suchreports), and (2)has been subject to such filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule405 of RegulationS-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period thatthe registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company” and “emerging growth company” in Rule12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) bythe registered public accounting firm that prepared or issued its audit report.Yes☒No☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).Yes☐No☒ As of June30, 2024, the market value of voting and non-voting common equity held by non-affiliates of the registrant was$445,653,164(1).Such aggregate market value was computed by reference to the closing price of the common stock as reporting onthe New York Stock Exchange on June 30, 2024. As of March 3, 2025, there were41,258,449shares of the Registrant’s commonstock, $0.01 par value per share, outstanding. TABLE OF CONTENTS CAUTIONARY NOTE REGARDINGFORWARD LOOKING STATEMENTS1SUMMARY OF RISK FACTORSPART I ITEM 1BUSINESS2ITEM 1ARISK FACTORS11ITEM 1BUNRESOLVED STAFF COMMENTS28ITEM 1CCYBERSECURITY28ITEM 2PROPERTIES28ITEM 3LEGAL PROCEEDINGS28ITEM 4MINE SAFETY DISCLOSURES28PART IIITEM 5MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS ANDISSUER PURCHASES OF EQUITY SECURITIES28ITEM 6[RESERVED]30ITEM 7MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS30ITEM 7AQUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK43ITEM 8FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA44ITEM 9CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING ANDFINANCIAL DISCLOSURE44ITEM 9ACONTROLS AND PROCEDURES44ITEM 9BOTHER INFORMATION44ITEM 9CDISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS44PART IIIITEM 10DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE45ITEM 11EXECUTIVE COMPENSATION45ITEM 12SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT ANDRELATED STOCKHOLDER MATTERS45ITEM 13CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE45ITEM 14PRINCIPAL ACCOUNTANTFEES AND SERVICES45PART IVITEM 15EXHIBITS AND FINANCIAL STATEMENT SCHEDULES45ITEM 16FORM 10–K SUMMARY79SIGNATURES80 CAUTIONARY NOTE REGARDING FORWARD