Red Violet Inc美股招股说明书(2025-11-26版)

This prospectus relates to the sale from time to time in one or more offerings of up to $150,000,000 of shares of ourcommon stock, par value $0.001 (“Common Stock”); shares of our preferred stock, par value $0.001 (“Preferred Stock”), which wemay issue in one or more series or classes; debt securities, which we may issue in one or more series; depositary shares representing We will provide the specific terms of any securities to be offered in one or more supplements to this prospectus. Theprospectus supplements may also add, update or change information contained in this prospectus. This prospectus may not be used When securities are offered under this prospectus, we will provide you with a prospectus supplement describing thespecific securities being offered, the manner in which they are being offered, the offering price of the securities and the netproceeds from the sale of those securities. The securities may be offered separately or together in any combination or as a separateseries. You should carefully read this prospectus and any accompanying prospectus supplement, together with any documentsincorporated by reference herein and therein, before you invest in our securities. We may sell these securities to or throughunderwriters, to other purchasers, through dealers or agents or through any combination of these methods, on a continuous ordelayed basis. For additional information on the methods of sale, you should refer to the section titled “Plan of Distribution” in this We are a “smaller reporting company” under applicable Securities and Exchange Commission (the “SEC”) rules and, assuch, have elected to comply with certain reduced public company disclosure requirements for this prospectus and future filings. Our Common Stock is traded on The NASDAQ Capital Market ("NASDAQ") under the symbol “RDVT.” On November25, 2025, the last reported sale price of our Common Stock on NASDAQ was $55.19. Investing in our securities involves substantial risks. See “Risk Factors“ beginning on page 3 of this prospectus andin the applicable prospectus supplement, and in any other document incorporated by reference herein or therein, for Neither the Securities and Exchange Commission nor any state securities commission has approved or disapprovedof these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminaloffense. The date of this prospectus is November 25, 2025. TABLE OF CONTENTSPROSPECTUS ABOUT THIS PROSPECTUS This prospectus is part of a “shelf” registration statement that we have filed with the SEC. By using a shelf registrationstatement, we may sell, at any time and from time to time in one or more offerings, any combination of the securities described inthis prospectus, up to a total dollar amount of $150,000,000. This prospectus provides you with a general description of thesecurities that we may offer. Each time we sell securities, we will provide a prospectus supplement and attach it to this prospectus.Based on 12,875,241 shares of Common Stock held by non-affiliates and the reported sale price of our shares of Common stock of$54.33 on NASDAQ on November 17, 2025, our market value held by non-affiliates was approximately $699.5 million. Theprospectus supplement will contain more specific information about the terms of that offering, including the specific amounts, prices and terms of the securities offered. The prospectus supplements may also add, update or change information contained orincorporated by reference in this prospectus. Any statement that we make in this prospectus will be modified or superseded by any The exhibits to the registration statement of which this prospectus is a part contain the full text of certain contracts andother important documents we have summarized in this prospectus. Because these summaries may not contain all the informationthat you may find important in deciding whether to purchase the securities we may offer, you should review the full text of these You should rely only on the information contained or incorporated by reference in this prospectus or any applicableprospectus supplements filed with the SEC. We have not authorized anyone to provide you with different information and, if youare given any information or representation about these matters that is not contained or incorporated by reference in this prospectus Neither the delivery of this prospectus or any applicable prospectus supplement nor any sale made using thisprospectus or any applicable prospectus supplement implies that there has been no change in our affairs or that theinformation in this prospectus or in any applicable prospectus supplement is correct as of any date after their respectivedates. You should not assume that the information in or incorporated by reference in this prospectus or any applicable Unless the context otherwise requires, all references in this prospectus to “red violet,” the “Company,”“we,” “our,” and“us” ref