Zedge Inc-B 2024年度报告

FORM10-K ☒Annual Report Pursuant to Section13 or 15(d) of the Securities Exchange Act of 1934 for the Fiscal Year EndedJuly 31,2025 or ☐Transition Report Pursuant to Section13 or 15(d) of the Securities Exchange Act of 1934 CommissionFile Number:1-37782 Zedge, Inc.(Exact Name of Registrant as Specified in its Charter) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(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 SecuritiesExchange Act of 1934 during the preceding 12months (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 90days.Yes☒No☐ Indicateby check mark whether the registrant has submitted electronically every Interactive Data File required to besubmittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorterperiod that the 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. Large accelerated filer☐Non-accelerated filer☒Emerging growth company☐ Accelerated filer☐Smaller reporting company☒ 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 the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or 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 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☒ The aggregate market value of the voting and non-voting stock held by non-affiliates of the registrant, based on the adjusted closingprice on January 31, 2025 (the last business day of the registrant’s most recently completed second fiscal quarter) of the Class Bcommon stock of $2.71 per share, as reported on the New York Stock Exchange, was approximately $37.9million. As of October 24, 2025, the registrant had outstanding524,775shares of Class A common stock and12,479,136shares of ClassBcommon stock. DOCUMENTS INCORPORATED BY REFERENCE The definitive proxy statement relating to the registrant’s Annual Meeting of Stockholders, to be held January 14, 2026, isincorporated by reference into Part III of this Form 10-K to the extent described therein. Index Zedge, Inc. TABLE OF CONTENTS PART I Item 1.Business1Item 1A.Risk Factors9Item 1B.Unresolved Staff Comments45Item 1C.Cybersecurity45Item 2.Properties48Item 3.Legal Proceedings48Item 4.Mine Safety Disclosures48 Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities49Item 6.[Reserved]50Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations50Item 7A.Quantitative and Qualitative Disclosures about Market Risks69Item 8.Financial Statements and Supplementary Data69Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure69Item 9A.Controls and Procedures69Item 9B.Other Information69Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections69 PART III Item 10.Directors and Executive Officers of the Registrant, and Corporate Governance70Item 11.Executive Compensation70Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters70Item 13.Certain Relationships and Related Transactions, and Director Independence70Item 14.Principal Accounting Fees and Services70 PART IV71 Item 15.Exhibits, Financial Statement Schedules71Item 16.Form 10-K Summary72 PART I As used in this Annual Report, unless the