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GoPro updates prospectus after regaining Nasdaq $1 bid

(Neutral)
(Neutral)
Form Type
424B3

Rhea-AI Filing Summary

GoPro, Inc. (GPRO) has filed a prospectus supplement to its June 3, 2026 S-1 prospectus to incorporate a new Current Report on Form 8-K. The 8-K discloses that, after previously falling out of compliance, the company has now regained compliance with Nasdaq’s $1.00 minimum bid price requirement under the Nasdaq Listing Rules.

Nasdaq notified GoPro on September 16, 2026 that its Class A common stock again meets the listing standard after the stock maintained a closing bid price above $1.00 per share for at least ten consecutive business days

Positive

  • Nasdaq compliance regained: Nasdaq notified GoPro on September 16, 2026 that it now meets the $1.00 minimum bid price requirement after maintaining a closing bid above that level for at least ten consecutive business days, reducing near-term delisting risk for the NASDAQ Global Select Market listing.

Negative

  • None.
Minimum bid price requirement $1.00 per share Nasdaq Listing Rules minimum bid price standard for continued listing
Consecutive days above minimum bid At least 10 business days Period GoPro’s stock maintained a closing bid above $1.00 per share to regain compliance
Non-compliance notice date July 21, 2026 Date Nasdaq notified GoPro it was not in compliance with the minimum bid price
Compliance regained notice date September 16, 2026 Date Nasdaq notified GoPro that it had regained compliance with the bid price rule
Prospectus date June 3, 2026 Original date of the S-1 prospectus being supplemented
Registration Statement number 333-289946 Form S-1 registration statement referenced by the prospectus and supplement
Prospectus Supplement regulatory
"This Prospectus Supplement updates, amends and supplements the prospectus dated June 3, 2026"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
Nasdaq Listing Rules regulatory
"not in compliance with the minimum bid price requirement of $1.00 per share under the Nasdaq Listing Rules"
Nasdaq listing rules are the rulebook a company must follow to have its shares traded on the Nasdaq stock exchange, covering entry requirements and ongoing standards for finances, corporate governance, public disclosure and reporting. For investors they matter because the rules create baseline checks — like a driver’s license and regular inspections for a car — that promote transparency, comparability and reduce the risk of fraud or sudden delisting.
minimum bid price requirement financial
"not in compliance with the minimum bid price requirement of $1.00 per share"
A minimum bid price requirement is a rule that a stock must trade above a set price for a specified period to stay listed on an exchange. It matters to investors because falling below that threshold can trigger warnings or removal from the exchange, which can cut liquidity, reduce visibility, and often lead to sharper declines in share value—think of it like a venue’s minimum dress code that, if not met, can bar a performer from the stage.
Current Report on Form 8-K regulatory
"information contained in our Current Report on Form 8-K filed with the Securities and Exchange Commission"
A current report on Form 8-K is a document that publicly traded companies file to promptly share important news or events that could affect their financial position or stock price, such as major business changes or legal issues. It helps investors stay informed about timely developments, allowing them to make better decisions about buying or selling shares.
Inline XBRL technical
"the cover page XBRL tags are embedded within the Inline XBRL document"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does GoPro (GPRO) disclose in Prospectus Supplement No. 9?

GoPro incorporates its September 17, 2026 Form 8-K into its S-1 prospectus, updating investors that Nasdaq has confirmed the company regained compliance with the $1.00 minimum bid price listing requirement after at least ten consecutive business days above that level.

Has GoPro (GPRO) regained compliance with Nasdaq listing rules?

Yes. On September 16, 2026, Nasdaq notified GoPro that it regained compliance with the minimum $1.00 bid price requirement, after its stock maintained a closing bid price above $1.00 per share for at least ten consecutive business days.

Why was GoPro (GPRO) previously out of compliance with Nasdaq?

GoPro reports that on July 21, 2026 it received notice from Nasdaq that it was not in compliance with the $1.00 per share minimum bid price requirement under the Nasdaq Listing Rules for listing on the NASDAQ Global Select Market.

Does Prospectus Supplement No. 9 change the securities GoPro is offering?

The supplement states it updates, amends and supplements the June 3, 2026 prospectus by attaching the new Form 8-K. It does not describe any change to the securities being offered, focusing instead on updating disclosure for investors.

What securities of GoPro (GPRO) are listed on Nasdaq?

GoPro states that its Class A common stock, par value $0.0001 per share, trades under the symbol GPRO on the NASDAQ Global Select Market and is registered under Section 12(b) of the Securities Exchange Act of 1934.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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PROSPECTUS SUPPLEMENT NO. 9Filed Pursuant to Rule 424(b)(3)
(To Prospectus dated June 3, 2026)Registration No. 333-289946

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GoPro, Inc.

This prospectus supplement updates, amends and supplements the prospectus dated June 3, 2026 (as supplemented, the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-289946). Capitalized terms used in this Prospectus Supplement and not otherwise defined herein have the meanings specified in the Prospectus.

This Prospectus Supplement updates, amends and supplements the information in the Prospectus with the information contained in our Current Report on Form 8-K filed with the Securities and Exchange Commission on September 17, 2026 (the “Current Report”). Accordingly, we have attached the Current Report to this Prospectus Supplement.

You should read this Prospectus Supplement in conjunction with the Prospectus, including any amendments and supplements thereto. This Prospectus Supplement is qualified by reference to the Prospectus, except to the extent that the information contained in this Prospectus Supplement supersedes the information contained in the Prospectus. This Prospectus Supplement is not complete without, and may not be utilized except in connection with, the Prospectus.

Investing in our securities involves significant risks. See “Risk Factors” beginning on page 4 of the Prospectus, and under similar headings in any further amendments or supplements to the Prospectus, to read about factors you should consider before investing in our securities.

Neither the SEC nor any state securities commission has approved or disapproved of these securities or determined if the Prospectus or this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is September 17, 2026.

 


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): September 16, 2026

gopro_logox1cxblackxrgb.jpg
GOPRO, INC.
(Exact name of registrant as specified in its charter)
Delaware001-3651477-0629474
(State or Other Jurisdiction
of Incorporation)
(Commission File No.)
(I.R.S. Employer
Identification No.)
3025 Clearview Way, San Mateo, CA 94402
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (650) 332-7600

N/A
(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 classTrading Symbol(s)Name of each exchange on which registered
Class A common stock, par value $0.0001GPRONASDAQ Global Select Market
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 8.01. Other Events.

As previously disclosed, on July 21, 2026, GoPro, Inc. (the “Company”) received notice from The Nasdaq Stock Market (“Nasdaq”) indicating that the Company was not in compliance with the minimum bid price requirement of $1.00 per share under the Nasdaq Listing Rules. On September 16, 2026, the Company received notice from Nasdaq that it has regained compliance with the minimum bid price requirement under the Nasdaq Listing Rules. The Company’s stock price has maintained a closing bid price above $1.00 per share for at least ten consecutive business days, thereby meeting Nasdaq’s requirements for regaining compliance.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:

Exhibit No.
Description
104
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.





SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


GoPro, Inc.
(Registrant)
Dated:September 17, 2026By: /s/ Brian Tratt
Brian Tratt
Chief Financial Officer
(Principal Financial Officer)


 

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