06/05/2026 | Press release | Distributed by Public on 06/05/2026 16:48
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | |||
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1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Restricted Stock Unit | (1) | (1) | Class A common stock | 11,113 | (2) | D | |
| Restricted Stock Unit | (3) | (3) | Class A common stock | 57,143 | (2) | D | |
| Restricted Stock Unit | (4) | (4) | Class A common stock | 33,867 | (2) | D | |
| Performance Stock Unit | (5) | (5) | Class A common stock | 4,444 | (5) | D | |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Singleton Nicole Marie C/O SKILLZ INC. 6625 BADURA AVENUE LAS VEGAS, NV 89118 |
Chief Human Resources Officer | |||
| /s/ Todd A. Valli, Attorney-in-Fact | 06/05/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | The restricted stock unit grant will vest in twelve substantially equal installments over three years on each three month anniversary of January 1, 2025, subject to continuous service with the Company. |
| (2) | Each restricted stock unit represents a contingent right to receive one share of the Company's Class A common stock. |
| (3) | Forty percent of the restricted stock unit grant will vest on December 31, 2026 and the remainder will vest in substantially equal quarterly installments thereafter. |
| (4) | The restricted stock unit grant will vest in twelve substantially equal installments over three years on each three month anniversary of January 1, 2026, subject to continuous service with the Company. |
| (5) | On January 1, 2025, the reporting person was granted performance stock units that were eligible to vest based on the Issuer's achievement of certain strategic objective goals. On April 10, 2026, the Compensation Committee of the Issuer's Board of Directors certified that the strategic objective goals had been satisfied, resulting in the vesting of these units. On December 31, 2027, the units are subject to settlement into shares of Class A common stock. |
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Remarks: Exhibit 24.1 (see power of attorney attached) |
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