Skillz Inc-A 2025年度报告

(Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2025 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from______to______ Commission file number: 001-39243 SKILLZ INC. (Exact name of registrant as specified in its charter) 84-4478274 (I.R.S. Employer Identification No.) 89118(Zip Code) (415) 762-0511(Registrant'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. Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) hasbeen subject to such filing requirements 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 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).Yes☒No☐ 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. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith 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 effectiveness of itsinternal 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.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statementsof the registrant 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 Rule 12b-2 of the Act).Yes☐No☒ The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant on June 30, 2025 wasapproximately $80.3 million based on the closing price of such common equity on the New York Stock Exchange on such date. As of March27, 2026, the registrant had outstanding 12,170,492 shares of Class A common stock, par value $0.0001, and 3,430,063 sharesof Class B common stock, par value $0.0001. DOCUMENTS INCORPORATED BY REFERENCE Certain portions of the registrant’s definitive proxy statement for its 2026 Annual Meeting of Stockholders (which is expected to be filedwith the Securities and Exchange Commission within 120 days after the end of the registrant’s 2025 fiscal year) are incorporated byreference into Part III of this Annual Report on Form 10-K. Except as expressly incorporated by reference, the registrant’s proxy statementshall not be deemed to be a part of this Annual Report on Form 10-K. SKILLZ INC. TABLE OF CONTENTSPageNote Regarding Forward Looking Statements3Summary Risk Factors3Basis of Presentation4PART IItem 1. Business4Item 1A. Risk Factors14Item 1B. Unresolved Staff Comments40Item 1C. Cybersecurity40Item 2. Properties42Item 3. Legal Proceedings42Item 4. Mine Safety Disclosures42PART IIItem 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities43Item 6. [Reserved]44Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations45Item 7A. Quantitative and Qualitative Disclosures About Market Risk57Item 8. Financial Statements and Supplementary Data58Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures102Item 9A. Controls and Procedures102Item 9B. Other Information104Item 9C. Disclosures Regarding Foreign Jurisdictions that Prevent Inspections104PART IIIItem 10. Directors, Exe