Sportradar Group AG-A美股招股说明书(2025-04-22版)

PRELIMINARY PROSPECTUS SUPPLEMENT(To Prospectus dated April22, 2025) 23,000,000 ClassA Ordinary Shares Sportradar Group AG The selling shareholders (“Selling Shareholders”) identified in this prospectus supplement are sellingan aggregate of 23,000,000 of our ClassA ordinary shares, par value CHF 0.10 per share (“ClassA OrdinaryShares”). We are not selling any ClassA Ordinary Shares under this prospectus supplement and will notreceive any proceeds from the sale of the ClassA Ordinary Shares by the Selling Shareholders. Our ClassA Ordinary Shares are listed and traded on the Nasdaq Global Select Market under thetrading symbol “SRAD.” On April21, 2025 the closing sale price of our ClassA Ordinary Shares asreported on the Nasdaq Global Select Market was $23.01 per share. Subject to the completion of this offering, we intend to concurrently purchase from the underwriters3,000,000 ClassA Ordinary Shares offered in this offering at the price per share at which the underwriterspurchase the ClassA Ordinary Shares from the Selling Shareholders in this offering, subject to certainlimitations, up to a maximum of $75.0 million (the “Concurrent Share Repurchase”). The underwriters willnot receive any compensation for the shares being purchased by us. The offering is not conditioned upon thecompletion of the Concurrent Share Repurchase. Nothing in this prospectus supplement should be construedas an offer to sell, or the solicitation of an offer to buy, any shares subject to the Concurrent ShareRepurchase. See “Concurrent Share Repurchase.” Investing in our ClassA Ordinary Shares involves risks. See “Risk Factors” beginning on pageS-7of thisprospectus supplement and under similar headings in the other documents that are incorporated by referenceinto this prospectus supplement and the accompanying prospectus including ourAnnual Report on Form 20-Ffor the fiscal year ended December31, 2024 (the “Annual Report on Form 20-F”), filed with the SEC onMarch20, 2025, for a discussion of the factors you should carefully consider before deciding to purchase ourClassA Ordinary Shares. Per ShareTotalPublic offering price$$Underwriting discounts and commissions$$Proceeds, before expenses, to Selling Shareholders$$(1) (1)See “Underwriting” beginning on page S-23 of this prospectus supplement for a description of thecompensation payable to the underwriters. No underwriting discount will be paid on the ClassAOrdinary Shares sold to us pursuant to the Concurrent Share Repurchase. The Selling Shareholders have granted the underwriters an option to purchase up to an additional3,450,000 ClassA Ordinary Shares from the Selling Shareholders at the public offering price, less theunderwriting discount, for 30days after the date of this prospectus supplement. Neither the U.S. Securities and Exchange Commission (“SEC”) nor any state securities commission hasapproved or disapproved of these securities or determined if this prospectus supplement or the accompanyingprospectus is truthful or complete. Any representation to the contrary is a criminal offense. The underwriters expect to deliver the ClassA Ordinary Shares against payment therefor in U.S. dollarsin New York, New York on or about, 2025. Goldman Sachs & Co. LLC J.P. Morgan TABLE OF CONTENTS Prospectus Supplement PageAbout this Prospectus SupplementS-iiSpecial Note Regarding Forward-Looking StatementsS-iiiSummaryS-1The OfferingS-5Risk FactorsS-7Concurrent Share RepurchaseS-9Use of ProceedsS-10Selling ShareholdersS-11Tax ConsiderationsS-13UnderwritingS-22Legal MattersS-32ExpertsS-32Where You Can Find More InformationS-33Incorporation by ReferenceS-33 Prospectus PageABOUT THIS PROSPECTUS1WHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCE2SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS4OUR COMPANY6RISK FACTORS7USE OF PROCEEDS8DESCRIPTION OF SHARE CAPITAL AND ARTICLES OF ASSOCIATION9SELLING SHAREHOLDERS19CERTAIN TAX CONSIDERATIONS20PLAN OF DISTRIBUTION29EXPENSES30LEGAL MATTERS31EXPERTS31ENFORCEMENT OF CIVIL LIABILITIES31 ABOUT THIS PROSPECTUS SUPPLEMENT This prospectus supplement and the accompanying prospectus are part of a “shelf” registrationstatement on Form F-3 (File No. 333-286679) that we initially filed with the SEC on April22, 2025, andthat automatically became effective upon filing. This document consists of two parts. The first part is thisprospectus supplement, which describes the specific terms of this offering. The second part, theaccompanying prospectus, gives more general information, some of which may not apply to this offering.Generally, when we refer only to the “prospectus,” we are referring to both parts combined. This prospectussupplement may add to, update or change information in the accompanying prospectus and the documentsincorporated by reference into this prospectus supplement or the accompanying prospectus. If information in this prospectus supplement is inconsistent with the accompanying prospectus, youshould rely on this prospectus