10-K/A: Knightscope Files Amended 10-K, Updates Executive and Director Information

Knightscope files an amendment to its 2024 annual report to include information on directors, executive officers, compensation, and related matters.

Summary

• Knightscope, Inc. filed an amendment to its Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
• The amendment includes information required by Items 10 through 14 of Part III of Form 10-K, which were previously omitted.
• The filing also updates certain exhibits required by Item 15 of Form 10-K and adds XBRL content.
• As of April 29, 2025, there were 6,564,466 shares of Class A Common Stock and 336,759 shares of Class B Common Stock outstanding.
• The aggregate market value of the registrant's Class A Common Stock held by non-affiliates as of June 28, 2024, was approximately $35 million.
• The filing includes details on the company's directors, executive officers, their compensation, and corporate governance practices.
• The company's independent registered public accounting firm, BPM LLP, billed $678,180 for audit fees in 2024, compared to $630,475 in 2023.

Sentiment

Score: 6

Explanation: The document is primarily factual and descriptive, with a neutral tone. The inclusion of risk factors and forward-looking statements introduces a degree of caution, while the details on executive compensation and corporate governance provide transparency.

Positives

• The company has a written code of conduct applicable to all employees and directors.
• The Board of Directors has determined that Mr. Billings, Mr. Mocny, and Mr. Torrie are independent directors.
• The company maintains a 401(k) retirement savings plan for its employees, including named executive officers.
• The company offers health and welfare plans, including medical, dental, and vision benefits, to all full-time employees, including named executive officers.

Negatives

• The company's independent registered public accounting firm fees increased from $630,475 in 2023 to $678,180 in 2024.
• The company's annual bonus metrics for 2024 were tied to cash available to meet the company's budgeted operations, which may indicate financial constraints.
• The company's certificate of incorporation contains provisions that could make it more difficult to accomplish or deter transactions that stockholders may otherwise consider to be in their best interest.

Risks

• The document contains forward-looking statements that are subject to risks, uncertainties, and assumptions.
• The company operates in a very competitive and rapidly changing environment.
• The company is subject to Section 203 of the General Corporation Law of the State of Delaware, which could have an anti-takeover effect.
• The company's insider trading policy includes quarterly blackout periods and event-specific blackouts, which could restrict trading activity.

Future Outlook

The document contains forward-looking statements regarding the company's objectives for future operations and executive compensation matters, which are subject to risks and uncertainties.

Industry Context

The document does not explicitly discuss the broader industry context, but it provides information relevant to understanding Knightscope's competitive positioning and corporate governance practices within the security and robotics industry.

Corporate Governance

Stakeholder Impact

• Shareholders: The filing provides information relevant to assessing the company's performance, governance, and risk factors.
• Employees: The document outlines compensation structures, benefit plans, and ethical guidelines.
• Directors: The filing details their roles, responsibilities, and compensation.
• Customers: The document does not directly address customers, but the overall health and governance of the company can indirectly impact customer relationships.

Key Dates

Keywords

Knightscope, executive compensation, directors, corporate governance, insider trading, financial statements, audit fees, securities, Form 10-K/A