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GoPro (NASDAQ: GPRO) starts strategic review and signs new HQ lease

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

GoPro, Inc. has entered into a new headquarters lease and formally launched a strategic review that includes a potential sale of the company. The company signed a lease with PenLark, L.P. for approximately 25,000 square feet at 2855 Campus Drive in San Mateo, with the term starting on January 1, 2027 and expiring on December 31, 2031. Initial monthly base rent is about $87,500, with annual increases of roughly 3%.

Separately, GoPro engaged Houlihan Lokey, Inc. as financial advisor to help evaluate a potential sale and other strategic alternatives following several unsolicited inbound strategic inquiries from parties in defense, consumer and financial sectors. The board and management fully support this process, but no timetable has been set and there is no assurance any transaction will be completed.

Positive

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Negative

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Insights

GoPro launches a formal strategic review, including a possible sale, while committing to a new HQ lease.

GoPro has retained Houlihan Lokey to advise on a potential sale and other strategic alternatives after receiving unsolicited inquiries from defense, consumer and financial sector parties. This signals the board is open to significant corporate change, but outcomes remain highly uncertain.

The CEO and board explicitly support exploring a sale to maximize shareholder value, yet the company states there is no timetable and no assurance any deal will occur. Investors should recognize this as a process announcement, not a transaction announcement, with future updates dependent on whether credible proposals emerge.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Headquarters space 25,000 square feet New corporate headquarters at 2855 Campus Drive, San Mateo
Initial monthly base rent $87,500 per month Lease commencing January 1, 2027
Annual rent escalation approximately 3% per year Applies over the lease term
Lease start date January 1, 2027 Commencement of new headquarters lease
Lease end date December 31, 2031 Expiration of new headquarters lease
material definitive agreement regulatory
"Item 1.01. Entry into a Material Definitive Agreement."
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
strategic alternatives financial
"to act as its financial advisor in connection with a potential sale or consideration of other strategic alternatives"
Strategic alternatives are different options a company considers to improve its value or achieve its goals, such as selling the business, merging with another company, or restructuring operations. For investors, understanding these options is important because they can significantly impact the company's future direction and its stock value, often signaling potential changes or opportunities.
unsolicited inbound strategic inquiries financial
"initiated a process to evaluate several unsolicited inbound strategic inquiries from parties across various sectors"
forward-looking statements regulatory
"This press release may contain projections or other forward-looking statements within the meaning"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
financial advisor financial
"to serve as its financial advisor as the Company evaluates a potential sale and other strategic alternatives"
A financial advisor is a professional who helps individuals make informed decisions about their money, such as saving, investing, and planning for the future. Think of them as a guide or coach who offers personalized advice to help you reach your financial goals and navigate complex financial choices with confidence. Their role is to simplify finances and support smart money management.
8-K0001500435FALSEDelaware001-3651477-062947400015004352026-04-162026-04-16


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): April 16, 2026

GoPro_Logo_1C_Black_RGB.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 1.01. Entry into a Material Definitive Agreement.
On April 16, 2026, GoPro, Inc. (the “Company”), entered into a lease agreement (the “Lease”) with PenLark, L.P. (the “Landlord”), pursuant to which the Company will lease approximately 25,000 square feet of space located at 2855 Campus Drive, San Mateo, CA 94403 (the “Premises”). The term of the Lease will commence on January 1, 2027, at which time the Company intends to relocate its corporate headquarters to the Premises.
The monthly base rent due under the Lease shall initially be approximately $87,500 per month and shall increase annually, approximately 3% per year. The lease will expire on December 31, 2031.
The foregoing summary of the Lease does not purport to be complete and is qualified in its entirety by reference to the full text of the Lease, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K.

Item 8.01. Other Events.
On May 13, 2026, the Company announced that it engaged Houlihan Lokey, Inc. (“Houlihan Lokey”) to act as its financial advisor in connection with a potential sale or consideration of other strategic alternatives involving the Company. A copy of the press release issued by the Company announcing the engagement of Houlihan Lokey is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

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

Exhibit No.
Description
10.1
Lease Agreement, dated April 16, 2026, by and between GoPro, Inc. and PenLark, L.P.
99.1
Press Release of GoPro, Inc. dated May 13, 2026 announcing the engagement of Houlihan Lokey, Inc.
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, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.


GoPro, Inc.
(Registrant)
Dated:May 19, 2026By: /s/ Brian Tratt
Brian Tratt
Chief Financial Officer
(Principal Financial Officer)



Exhibit 99.1

GoPro Retains Investment Bank Houlihan Lokey to Pursue Strategic Alternatives

San Mateo, Calif., May 13, 2026 – /PRNewswire/ -- GoPro, Inc. ("GoPro" or the "Company") (NASDAQ: GPRO) today announced that it has retained Houlihan Lokey, Inc. ("Houlihan Lokey"), a leading global investment bank with strong ties into defense and consumer sectors, to serve as its financial advisor as the Company evaluates a potential sale and other strategic alternatives. This engagement follows GoPro's May 11 announcement that it has initiated a process to evaluate several unsolicited inbound strategic inquiries from parties across various sectors, including defense, consumer and financial.
"We believe GoPro has substantial unrecognized value that can be realized via a sale of the company or other strategic event, and given inbound interest since our announcement it seems others feel similarly," said Nicholas Woodman, GoPro's founder and CEO. "I fully support the effort to review a potential sale of the company to maximize shareholder value, and this process has the full support of GoPro's Board of Directors and management team. We are excited to work with the very experienced team at Houlihan Lokey."
GoPro and its Board of Directors has not set a timetable for the conclusion of its evaluation, nor has it made any decisions related to its review of any potential transactions at this time. GoPro does not intend to comment on its strategic review until it deems further disclosure is appropriate or necessary. There can be no assurances as to the outcome or timing of such review, or whether any particular transaction may be pursued or consummated.
Advisors
Houlihan Lokey is serving as financial advisor to GoPro. Fenwick & West is acting as legal advisor to the Company.
About GoPro, Inc. (NASDAQ: GPRO)
GoPro helps the world capture and share itself in immersive and exciting ways.
GoPro has been recognized as an employer of choice by both Outside Magazine and U.S. News & World Report for being among the best places to work. Open roles can be found on our careers page. For more information, visit GoPro.com.
Connect with GoPro on Instagram, YouTube, TikTok, Facebook, X, LinkedIn, and GoPro's blog, The Current. Members of the press can access official logos and imagery on our press portal. For more information, visit GoPro.com.
GoPro, HERO, MAX, MISSION and their respective logos are trademarks or registered trademarks of GoPro, Inc. in the United States and other countries.
Note on Forward-looking Statements
This press release may contain projections or other forward-looking statements within the meaning Section 27A of the Private Securities Litigation Reform Act. Words such as "anticipate," "believe," "estimate," "expect," "intend," "should," "will," "plan" and variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements. Forward-looking statements in this press release may include, but are not limited to, statements related to the Company's exploration of a strategic review, the timing thereof and the outcome of the strategic review. These forward-looking statements are based on the Company's current expectations and inherently involve significant risks and uncertainties. The Company's actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of these risks and uncertainties, which include, without limitation, the risk that the strategic review process will not result in the identification or consummation of a transaction on terms the Company or its shareholders find attractive or otherwise increase shareholder value. A further description of the risks and uncertainties relating to the business of the Company is contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission (the "SEC") on March 12, 2026, and as updated in filings with the SEC. These forward-looking statements speak only as of the date hereof or as of the date otherwise stated herein. The Company undertakes no duty or obligation to update any forward-looking statements contained herein as a result of new information, future events or changes in its expectations.

FAQ

What strategic alternatives is GoPro (GPRO) evaluating with Houlihan Lokey?

GoPro is evaluating a potential sale and other strategic alternatives. The company hired Houlihan Lokey as financial advisor after receiving unsolicited inquiries from parties in defense, consumer and financial sectors. No decisions have been made, and there is no assurance any specific transaction will occur.

Has GoPro (GPRO) committed to relocating its corporate headquarters?

Yes, GoPro plans to relocate its headquarters on January 1, 2027. The company entered a lease for about 25,000 square feet at 2855 Campus Drive in San Mateo, California, with the lease term running through December 31, 2031 and scheduled annual rent increases.

What are the key terms of GoPro’s new headquarters lease?

The lease covers about 25,000 square feet with initial monthly base rent of approximately $87,500. Rent increases about 3% annually, the term begins January 1, 2027, and the lease expires December 31, 2031, establishing GoPro’s future office footprint in San Mateo.

Is GoPro (GPRO) guaranteeing that a sale or transaction will occur?

No, GoPro explicitly states there is no assurance any transaction will be pursued or completed. The company and its board are reviewing options, but they have not set a timetable or made decisions about specific deals arising from the strategic review.

Why did GoPro (GPRO) engage Houlihan Lokey as financial advisor?

GoPro hired Houlihan Lokey to advise on a potential sale and strategic alternatives. The engagement follows unsolicited inbound strategic inquiries, and the CEO notes a belief that GoPro has substantial unrecognized value that could be realized through a sale or other strategic event.

Filing Exhibits & Attachments

5 documents