GPRO
Gopro, INC
NASDAQ
DEF: GoPro Announces 2025 Annual Stockholders Meeting and Director Nominees
Sentiment:
Proxy Statement
22 April 2025 4:13 PM
GoPro invites stockholders to its virtual 2025 Annual Meeting on June 3, 2025, to vote on director elections, auditor ratification, and executive compensation.
Worse than expected
Revenue decreased by 20% year-over-year.
Camera unit sales decreased by 19% year-over-year.
Summary
- GoPro is holding its 2025 Annual Meeting of Stockholders virtually on June 3, 2025.
- Stockholders will vote on the election of seven directors, ratification of PricewaterhouseCoopers LLP as the independent accounting firm, and an advisory vote on executive compensation.
- The board recommends voting FOR all director nominees, FOR the ratification of the accounting firm, and FOR the approval of executive compensation.
- The record date for voting eligibility is April 8, 2025.
- The proxy statement and annual report are available online at www.proxyvote.com.
- Nicholas Woodman, the CEO, has voluntarily waived his base salary for the remainder of 2025 to contribute to operating expense reduction.
Sentiment
Score: 6
Explanation: The document is neutral in tone, primarily providing factual information about the upcoming shareholder meeting and related proposals. The CEO's voluntary salary waiver could be seen as a positive sign of commitment, but the overall financial performance indicates challenges.
Positives
- The company is committed to good corporate governance practices.
- GoPro offers competitive wellness-focused benefits to support employees.
- GoPro has been recognized as an employer of choice by both Outside Magazine and U.S. News & World Report.
- GoPro has supported more than 1,000 organizations through product donations, monetary donations, and volunteering since 2015.
- The company has implemented industry-standard security measures to protect data.
- The company prohibits hedging and pledging of company stock by executives and directors.
Negatives
- In 2024 the Company generated revenue of $801 million, down 20% year-over-year ('YOY') and sold 2.4 million camera units, a decrease of 19% YOY.
Risks
- The document mentions risks associated with compensation plans and programs, human capital management, and succession planning, which are overseen by the Compensation Committee.
- Cybersecurity risks are mentioned, with the Audit Committee having oversight responsibility for the company's cybersecurity program.
Future Outlook
GoPro is focused on launching new products, with an important re-emergence in the 360-camera market, which presents a significant opportunity for growth. We are also focused on laying the groundwork for 2026 when we expect to launch a significant number of new products that we believe will restore growth and profitability to our business.
Management Comments
- Nicholas Woodman, Chief Executive Officer, expressed looking forward to stockholder attendance at the virtual Annual Meeting.
Industry Context
The document does not provide specific details on how this announcement relates to broader industry trends or competitors, but it does mention that the Compensation Committee considers peer group companies when setting executive compensation.
Comparison to Industry Standards
- The Compensation Committee compares executive compensation elements against data drawn from a group of peer companies.
- The peer companies are selected by targeting companies with revenues ranging from $408 million to $2.86 billion and market capitalizations ranging from $500 million to $3.0 billion, and identifying companies with similar consumer product and subscription businesses.
- The 2024 compensation peer group includes Acushnet Holdings, Groupon, Shutterstock, Universal Electronics, Alarm.com Holdings, iRobot, Snap One Holdings, Vista Outdoor, Corsair Gaming, Movado Group, Sonos, VIZIO Holding, Fossil Group, NETGEAR, Stitch Fix, YETI Holdings, Gogo, Peloton Interactive, and Traeger.
Stakeholder Impact
- Stockholders are invited to vote on key company matters.
- Employees are affected by executive compensation decisions and benefit programs.
- The CEO's salary waiver impacts the company's operating expenses.
Next Steps
- Stockholders are encouraged to vote by Internet, telephone, or mail.
- Attend the virtual Annual Meeting on June 3, 2025.
Key Dates
- March 11, 2011: Date of the Woodman Family Trust Agreement
- January 2014: GoPro adopted a Change in Control and Severance Policy
- June 2, 2014: Date of Mr. Woodman's employment letter
- June 2023: Stockholders approved the GoPro, Inc. 2024 Equity Incentive Plan
- February 15, 2024: GoPro, Inc. 2024 Equity Incentive Plan became effective
- March 19, 2024: Compensation Committee approved equity awards for executive officers
- June 4, 2024: Changes to the Director Compensation Policy took effect
- December 31, 2024: End of the year for financial reporting
- April 8, 2025: Record date for the 2025 Annual Meeting
- April 22, 2025: Date of the proxy statement
- June 3, 2025: Date of the 2025 Annual Meeting of Stockholders
- February 18, 2026: Earliest date for stockholder notice for the 2026 Annual Meeting
- March 20, 2026: Latest date for stockholder notice for the 2026 Annual Meeting
- April 6, 2026: Deadline to comply with SEC's universal proxy rules for director nominees at the 2025 Annual Stockholder's Meeting
Keywords
stockholders meeting, proxy statement, directors, executive compensation, PricewaterhouseCoopers, corporate governance, risk management, cybersecurity, equity awards, GoPro
GPRO
Gopro, INC
NASDAQ
Sector: TBD
Filings with Classifications
Worse than expected
12 May 2025 4:58 PM
Quarterly Report
- Revenue decreased by 13.6% year-over-year.
- Camera unit shipments decreased by 2.0% year-over-year.
- Average selling price decreased by 11.8% year-over-year.
- Gross margin decreased from 34.1% to 32.1%.
Delay expected
12 May 2025 4:58 PM
Quarterly Report
- There was a delay in the company's next-generation 360-camera.
Worse than expected
22 April 2025 4:13 PM
Proxy Statement
- Revenue decreased by 20% year-over-year.
- Camera unit sales decreased by 19% year-over-year.
Worse than expected
28 March 2025 4:36 PM
8-K Filing
- The company's stock price falling below $1.00 indicates a negative market perception and potential financial difficulties.
Delay expected
17 March 2025 2:51 PM
Annual Results
- The delay of the next generation 360-camera contributed to the revenue decrease.
Worse than expected
17 March 2025 2:51 PM
Annual Results
- The company's revenue decreased by 20.3% year-over-year.
- The company experienced an operating loss of $135.0 million in 2024.
- Adjusted EBITDA was negative $71.6 million.
Worse than expected
6 February 2025 4:09 PM
Earnings Release
- The company's revenue and net losses were significantly worse than the previous year, indicating a challenging financial performance.
Worse than expected
7 November 2024 5:22 PM
Quarterly Report
- The company's revenue decreased by 12% year-over-year, indicating worse than expected results.
- The company's net loss increased to $8.2 million, indicating worse than expected results.
- The company's adjusted EBITDA decreased to $5.4 million, indicating worse than expected results.
Worse than expected
7 November 2024 4:10 PM
Quarterly Report
- The company reported a net loss of $8 million, which is worse than the $4 million loss in the prior year period.
- Non-GAAP net loss was $0.5 million, compared to a $9 million profit in the prior year period.
- Overall revenue decreased by 12% year-over-year.
Worse than expected
29 October 2024 4:18 PM
Restructuring Announcement
- The workforce reduction has increased from 15% to 26%, indicating a more severe restructuring than initially planned.
- The company expects to incur significant charges between $15.5 million and $18.5 million, which is a negative financial impact.
Delay expected
6 August 2024 5:05 PM
Quarterly Report
- The launch of the new entry-level camera was delayed from the second quarter of 2024 to the third quarter of 2024.
Worse than expected
6 August 2024 5:05 PM
Quarterly Report
- The company's revenue declined by 22.7% year-over-year, indicating worse than expected performance.
- The company's net loss increased to $47.8 million, indicating worse than expected profitability.
- The company's adjusted EBITDA was negative $33.4 million, indicating worse than expected operational performance.
Worse than expected
6 August 2024 4:09 PM
Quarterly Report
- The company's net loss significantly increased year-over-year, indicating a worsening financial performance.
- The overall revenue decreased by 23% year-over-year, which is a negative trend.
- The adjusted EBITDA was negative $33 million, compared to negative $10 million in the prior year period, showing a deterioration in profitability.
Worse than expected
7 May 2024 5:04 PM
Quarterly Report
- The company reported a significant net loss of $339.1 million, primarily due to a $294.9 million valuation allowance on deferred tax assets.
- Camera unit shipments decreased by 15% year-over-year, indicating weaker consumer demand.
- Total revenue decreased by 11% year-over-year, driven by lower unit sales.
Delay expected
7 May 2024 5:04 PM
Quarterly Report
- The company announced plans to delay the launch of its entry level product from Q2 to Q3 2024, and its next generation 360 camera to late 2024 due to the development cycles taking longer than expected.
Better than expected
7 May 2024 4:09 PM
Quarterly Report
- The company's revenue exceeded guidance by 7%, indicating better-than-expected sales performance.
Worse than expected
9 February 2024 4:07 PM
Annual Results
- The company's revenue decreased by 8.1% year-over-year, indicating worse than expected performance.
- The company reported a net loss of $53.2 million for 2023, a significant downturn from the previous year's profit, indicating worse than expected profitability.
- The gross margin decreased to 32.2%, impacted by price protection charges and a shift towards lower-margin products, indicating worse than expected profitability.
Worse than expected
7 February 2024 9:32 PM
Quarterly Report
- Q4 revenue was below guidance at $295 million, compared to the $325 million target.
- Full year 2023 revenue was down 8% year-over-year.
- First quarter 2024 revenue is projected to be down 17% year-over-year.
Worse than expected
7 February 2024 4:09 PM
Quarterly Report
- The company's revenue was down 8% year-over-year for both the full year and Q4.
- GoPro reported a GAAP net loss of $53 million for the full year and $2 million for Q4.
- The company missed its Q4 revenue guidance due to lower-than-expected demand in North America.
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