Form 4: Skillz CEO Andrew Paradise Reports Equity Transactions

Skillz Inc. CEO Andrew Paradise reported the acquisition of Class A common stock through RSU settlements and the grant of new restricted and performance stock units.

Summary

• Andrew Paradise, Chief Executive Officer, Director, and 10% Owner of Skillz Inc., reported changes in his beneficial ownership of Class A common stock and derivative securities.
• On December 22, 2025, Paradise acquired 71,430 shares of Class A common stock and an additional 362,304 shares of Class A common stock, both at a $0 price, through the settlement of restricted stock units (RSUs).
• Following these transactions, Paradise directly beneficially owned 1,077,422 shares and 1,439,726 shares of Class A common stock, respectively, for these specific reported transactions.
• On December 19, 2025, Paradise was granted 285,714 Restricted Stock Units (RSUs) and 571,429 CEO Performance Stock Units (PSUs).
• Of the newly granted RSUs, 71,430 vested on the grant date, with the remaining 214,284 RSUs scheduled to vest in twelve substantially equal installments over three years, commencing from January 1, 2025.
• The CEO Performance Stock Units represent a target payout of 571,429 shares, with the actual number of shares payable upon vesting ranging from 0% to 200% of target, contingent on Skillz's stock price reaching specified levels during the performance period from January 1, 2025, to December 31, 2029. No PSUs have vested yet.
• A 1-for-20 reverse stock split of the Company's Class A common stock occurred on June 23, 2023, and all reported security amounts have been adjusted to reflect this event.
• 90,576 restricted stock units that vested prior to December 22, 2025, were not settled due to blackout restrictions, with the remainder scheduled to vest in substantially equal quarterly installments over the subsequent twelve calendar quarters.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. The filing primarily reports routine insider transactions related to equity compensation, including new grants, which generally align management's interests with shareholders. There are no significant negative disclosures, but also no direct positive operational or financial news.

Positives

• The grant of new Restricted Stock Units (RSUs) and CEO Performance Stock Units (PSUs) aligns management's interests with long-term shareholder value creation.
• The vesting schedule for RSUs and the performance-based nature of PSUs incentivize sustained company performance and stock price appreciation.

Risks

• The payout for CEO Performance Stock Units (PSUs) is contingent on the company's stock price reaching specified levels, meaning the actual number of shares received could be 0% if performance targets are not met.
• Blackout restrictions can delay the settlement of vested restricted stock units, impacting the timing of share receipt for the reporting person.

Future Outlook

The reporting person's future equity holdings are tied to the vesting schedules of the granted restricted stock units, which will occur in substantially equal installments over three years from January 1, 2025. The ultimate payout of the CEO Performance Stock Units, ranging from 0% to 200% of the target, is dependent on the company's stock price performance between January 1, 2025, and December 31, 2029.

Industry Context

This Form 4 filing details routine insider equity compensation and transactions, which are common across all publicly traded industries. It does not provide specific insights into broader industry trends but reflects standard practices for executive incentive alignment.

Corporate Governance

Stakeholder Impact

• Shareholders: Provides transparency into the CEO's equity compensation structure and holdings, demonstrating alignment with long-term company performance through performance-based awards.
• Employees: The vesting schedules and performance conditions for executive equity awards can indirectly influence company strategy and operational focus, potentially impacting employee incentives and morale.

Next Steps

• Remaining 214,284 restricted stock units will vest in twelve substantially equal installments over three years on each three-month anniversary of January 1, 2025.
• The CEO Performance Stock Units will vest based on the company's stock price performance during the period from January 1, 2025, to December 31, 2029.
• The remaining unvested 452,889 restricted stock units (as adjusted for the reverse stock split) will continue to vest quarterly over the following twelve calendar quarters, following the settlement of previously vested units.

Key Dates

Keywords

Skillz, SKLZ, Andrew Paradise, Form 4, Insider Transaction, Restricted Stock Units, Performance Stock Units, Equity Compensation, Beneficial Ownership, CEO