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GDEV (GDEVW) SEC Filings, Mar 5-17, 2026

GDEVW
Rhea-AI Summary

GDEV Inc. reports that founder, CEO and Chairman Andrey Fadeev has purchased 2,730,384 GDEV ordinary shares from co‑founder and former director Boris Gertsovskiy in a private transaction. This is a secondary deal between insiders; the Company was not a party to it.

Following the purchase, Fadeev beneficially owns 6,709,391 ordinary shares, representing 37.0% of GDEV’s issued and outstanding shares as of December 31, 2025. Gertsovskiy has fully exited his remaining shareholding and no longer holds any employment, director or officer position at GDEV.

In connection with the deal, Gertsovskiy irrevocably transferred to Fadeev all rights under GDEV’s Memorandum and Articles of Association to appoint, jointly with Fadeev, directors to the board, and irrevocably waived those rights in Fadeev’s favor. Fadeev reported the transaction on Schedule 13D, while Gertsovskiy amended his Schedule 13G to reflect his reduced holding.

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Rhea-AI Summary

GDEV Inc. Amendment No. 3 to a Schedule 13G/A reports that Boris Gertsovskiy beneficially owns 0 ordinary shares of the company, representing 0% of the class. The filing lists zero voting and dispositive power and states the filer holds "Ownership of 5 percent or less of a class."

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Schedule 13D
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GDEV Inc.’s Chief Executive Officer and Chairperson, Andrey Fadeev, filed a Schedule 13D reporting beneficial ownership of 6,709,391 Ordinary Shares, representing 37.0% of the class based on 18,150,489 shares outstanding as of December 31, 2025. Fadeev originally received 3,979,007 shares through the business combination that led to GDEV’s Nasdaq listing. On March 17, 2026, he acquired an additional 2,730,384 shares from shareholder Boris Gertsovskiy under a Share Purchase Agreement for $34,125,000, payable in three installments, using a bank loan for the first payment. The SPA also transfers Gertsovskiy’s Board appointment right to Fadeev, effectively giving him sole shared rights to appoint two directors, while restricting transfers or encumbrances of the purchased shares until the purchase price is fully paid.

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GDEV Inc. reported preliminary, unaudited results for the fourth quarter and full year ended December 31, 2025. Revenue in Q4 2025 was $90 million, down 8% year-over-year, and full-year 2025 revenue was $404 million, down 4%. The company links lower revenue to weaker consumer spending and a deliberate shift toward more disciplined marketing and higher-quality users.

Despite lower revenue, profitability improved sharply. Q4 2025 profit for the period, net of tax, rose to $14 million from $2 million, while full-year profit increased to $69 million from $26 million. Full-year Adjusted EBITDA grew to $79 million, up 87%, supported by a $50 million reduction in selling and marketing expenses and lower net financial expenses.

Operationally, 2025 bookings declined to $351 million from $404 million, and monthly paying users fell by 18% for the year, partly offset by higher average bookings per paying user. Management highlights ongoing investment in IT infrastructure and continued focus on performance marketing efficiency.

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FAQ

How many GDEV (GDEVW) SEC filings are available on StockTitan?

StockTitan tracks 24 SEC filings for GDEV (GDEVW), including 20-F annual reports and 6-K reports. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for GDEV (GDEVW)?

The most recent SEC filing for GDEV (GDEVW) was filed on March 17, 2026.