Grindr Inc 2024年度报告

(Mark One)xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31, 2024 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from____ to ____ Commission file number001-39714________________________ Grindr Inc. (Exact name of registrant as specified in its charter)________________________ 92-1079067 Delaware (I.R.S. Employer Identification No.) (State or other jurisdiction ofincorporation or organization) PO Box 69176,750 N. San Vicente Blvd.,Suite RE 1400,WestHollywood,California(Address of Principal Executive Offices) 90069 (Zip Code) (310)776-6680Registrant's telephone number, including area code Securities registered pursuant to Section 12(b) of the Act: 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. YesoNox Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YesoNox Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and(2) has been subject to such filing requirements for the past 90 days.YesxNo☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant wasrequired to submit such files).YesxNoo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act: Large accelerated filer Non-accelerated filer 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.o Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness ofits internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report.o If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issued financial statements.o 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).o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YesoNox The aggregate market value of voting stock held by non-affiliates of the Registrant on June 30, 2024, based on the closing price of $12.24for shares of the Registrant’s common stock as reported by the New York Stock Exchange, was approximately $565.0million. Shares ofthe Registrant's common stock beneficially owned by each executive officer, and director, of the Registrant and holder of more than 10%of the Registrant's common stock have been excluded because such persons may be deemed to be affiliates of the Registrant. Thisdetermination of affiliate status is not necessarily a conclusive determination for other purposes. The registrant had208,246,400shares of common stock outstanding as of March5, 2025. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant’s Proxy Statement for the 2025 Annual Meeting of Stockholders are incorporated herein by reference in Part IIIof this Annual Report on Form 10-K to the extent stated herein. Such Proxy Statement will be filed with the Securities and ExchangeCommission within 120 days of the registrant’s fiscal year ended December31, 2024. TABLE OF CONTENTS PageSpecial Note Regarding Forward-Looking Statements2Summary of Risk Factors4PART I.6Item 1.Business6Item 1A.Risk Factors14Item 1B.Unresolved Staff Comments50Item 1C.Cybersecurity50Item 2.Properties52Item 3.Legal Proceedings52Item 4.Mine Safety Disclosures52PART II.53Item 5.Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities53Item 6.[Reserved.]53Item 7.Management’s Discussion and Analysis of Financi