Digital Turbine Inc 2024年度报告

(Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedMarch 31, 2025 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DIGITAL TURBINE, INC. (Exact Name of Registrant as Specified in Its Charter) 22-2267658(I.R.S. EmployerIdentification No.)78701(Zip Code) (State or Other Jurisdiction ofIncorporation or Organization)110 San Antonio Street,Suite 160,Austin,TX(Address of Principal Executive Offices) (512)387-7717 (Registrant’s Telephone Number, Including Area Code)Securities Registered Pursuant to Section 12(b) of the Act: Common Stock, Par Value $0.0001 Per ShareAPPSThe Nasdaq Stock Market LLC(NASDAQ Capital Market)(Title of Class)(Trading Symbol)(Name of Each Exchange on Which Registered) 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 Section13 or 15(d) of the Exchange 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 Securities Exchange Act of 1934during 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 filingrequirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or anemerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" inRule 12b-2 of the Exchange Act. Large Accelerated Filer☐Non-Accelerated Filer☐Emerging Growth Company☐ Accelerated Filer☒SmallerReportingCompany☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any newor 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 the effectiveness of its internalcontrol over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that preparedor issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in thefiling 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-based compensationreceived 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☒The aggregate market value of the voting and non-voting common equity held by non-affiliates, computed by reference to the price at which the commonequity was last sold on the NASDAQ Capital Market on September30, 2024, was $299,863,033.As of June13, 2025, the Company had106,982,288shares of its common stock, $0.0001 par value per share, outstanding. DOCUMENTS INCORPORATED BY REFERENCE The Company’s definitive Proxy Statement for the Annual Meeting of Stockholders or amendments to Form 10-K, which the registrant will file with theSecurities and Exchange Commission within 120 days after the end of the fiscal year covered by this report, is incorporated by reference in Part III of thisForm 10-K to the extent stated herein. DIGITAL TURBINE, INC. ANNUAL REPORT ON FORM 10-KFOR THE FISCAL YEAR ENDED March 31, 2025 TABLE OF CONTENTS PART IITEM1.BUSINESS6ITEM1A.RISK FACTORS10ITEM1B.UNRESOLVED STAFF COMMENTS31ITEM 1C.CYBERSECURITY31ITEM2.PROPERTIES32ITEM3.LEGAL PROCEEDINGS32ITEM4.MINE SAFETY DISCLOSURES32PARTIIITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUERPURCHASES OF EQUITY SECURITIES33ITEM 6.RESERVED34ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS34ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK52ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA51ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIALDISCLOSURE89ITEM 9A.CONTROLS AND PROCEDURES89ITEM 9B.OTHER INFORMATION90ITEM 9C.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSP