8-K
Skillz Inc. (SKLZ)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 29, 2025
SKILLZ INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-39243 | 84-4478274 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) |
6625 Badura Avenue
Las Vegas, Nevada 89118
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (415) 762-0511
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which <br>registered |
|---|---|---|
| Class A common stock, par value $0.0001 per share | SKLZ | NYSE |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07. Submission of Matters to a Vote of Security Holders.
On December 29, 2025, the stockholders of Skillz Inc. (“Skillz” or the “Company”) held the 2025 Annual Meeting of Stockholders (the “Annual Meeting”). Set forth below are the final voting results for each of the proposals submitted to a vote of the stockholders at the Annual Meeting.
| Election of Directors | Shares Voted For | Shares Voted Against | Abstentions | Broker Non-Votes | |
|---|---|---|---|---|---|
| Andrew Paradise | 69,440,096 | 983,524 | 4,031 | — | |
| Anthony Cabot | 69,566,854 | 856,282 | 4,515 | — | |
| Casey Chafkin | 69,333,019 | 1,090,044 | 4,588 | — | |
| Henry Hoffman | 69,555,057 | 868,077 | 4,517 | — | |
| Alexander Mandel | 69,334,307 | 1,088,821 | 4,523 | — | |
| Kent Wakeford | 70,279,798 | 143,255 | 4,598 | — | |
| Gary Vecchiarelli | 70,291,701 | 131,429 | 131,429 | 4,521 | — |
| Ratification of retention of independent registered accounting firm, Deloitte & Touche LLP, for the year ending December 31, 2025 | 70,313,859 | 111,987 | 1,805 | — | |
| Advisory vote on the Company’s executive compensation | 69,968,814 | 432,733 | 26,104 | — |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| SKILLZ INC.<br><br>(registrant) | ||
|---|---|---|
| Date: December 30, 2025 | By: | /s/ Todd A. Valli |
| Name: | Todd A. Valli | |
| Title: | Chief Accounting Officer |