STOCK TITAN

Kidoz (OTCQB: KDOZF) schedules 2025 results webcast and issues RSU, PSU, DSU awards

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Kidoz Inc. will report its 2025 annual results for the year ended December 31, 2025 after market close on April 29, 2026, followed by a webcast at 17:00 EST to discuss results and provide a business update.

The company is refreshing its equity incentives. In 2025, 3,726,000 stock options expired unexercised, and it plans new option grants for staff and consultants covering up to 910,000 common shares, vesting at 2% per month over five years and representing about 0.69% of shares.

Kidoz is also implementing its Equity Awards Plan, granting 6,775,000 RSUs, 100,000 PSUs, and 150,000 DSUs, together representing about 5.35% of outstanding shares. These awards largely vest over longer periods and are tied to continued service and, for PSUs, performance metrics such as revenue growth, EBITDA targets, and total shareholder return.

Positive

  • None.

Negative

  • None.

Insights

Kidoz pairs 2025 results webcast with a sizable long-term equity compensation refresh.

Kidoz Inc. is using this update to outline how it compensates and retains key people. It plans 910,000 new stock options (about 0.69% of shares) alongside 6,775,000 RSUs, 100,000 PSUs, and 150,000 DSUs, together about 5.35% of outstanding shares.

The mix shifts emphasis toward RSUs, PSUs, and DSUs, which have more predictable accounting treatment than options and vest over time or on performance. This can better connect realized compensation to long-term company outcomes such as revenue growth, EBITDA, and shareholder return, while keeping overall grants within the 10% plan reserves under each of the Option and Equity Plans.

For shareholders, these awards introduce potential dilution of roughly 6% if all instruments settle in shares. The impact depends on future performance and retention benefits versus the additional share count. Upcoming 2025 financial results, to be discussed on the April 29, 2026 webcast, will provide context for how this incentive structure aligns with business momentum.

Results webcast date April 29, 2026 Annual 2025 financial results and business update webcast at 17:00 EST
Expired stock options 3,726,000 options Options expired unexercised in fiscal 2025, including 1,750,000 held by directors and officers
New option grants 910,000 options Planned grants to staff and consultants, vesting 2% monthly over five years
Option grant dilution 0.69% of shares New stock option grants as a percentage of total issued and outstanding common shares
RSU grants 6,775,000 RSUs Granted to directors, officers, employees, and consultants, vesting 100% in 2029
PSU grants 100,000 PSUs Performance share units vesting over 1–3 years based on financial and shareholder return metrics
DSU grants 150,000 DSUs Deferred share units granted to non-executive directors, redeemable upon ceasing to be a director
Equity plan dilution 5.35% of shares RSU, PSU, and DSU grants as a percentage of total issued and outstanding common shares
Restricted Share Units financial
"including Restricted Share Units (“RSUs”), Performance Share Units (“PSUs”), and Deferred Share Units (“DSUs”)."
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
Performance Share Units financial
"The Company granted an aggregate of 100,000 Performance PSUs to certain senior employees and consultants."
Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.
Deferred Share Units financial
"The Company granted an aggregate of 150,000 DSUs to certain non-executive directors of the Company."
Deferred share units are promises that give an executive or director the right to receive company shares or their cash value at a future date, often when they retire or leave the company. Think of them as a paycheck held in a savings account that converts into stock later; they matter to investors because they tie pay to long-term performance, create potential future dilution of shares, and represent a delayed cash or share obligation the company must eventually fulfill.
Equity Awards Plan financial
"the Company’s Equity Awards Plan (the “Equity Plan”), each approved by shareholders"
An equity awards plan is a company program that grants employees, executives or directors ownership-like rewards using the company’s stock or promises to deliver stock later, such as stock options or restricted shares. It matters to investors because these awards align employee incentives with company performance but can reduce each shareholder’s percentage ownership and increase reported compensation costs — similar to a bonus program paid in slices of the company rather than cash.
TSX Venture Exchange Policy 4.4 regulatory
"in accordance with TSX Venture Exchange Policy 4.4 and, subject to the rules of the TSX Venture Exchange"
total shareholder return metrics financial
"including but not limited to revenue growth, EBITDA targets, and/or total shareholder return metrics."

 

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of April 2026
Commission File Number: 333-120120-01

 

KIDOZ inc.

 

(Translation of registrant’s name into English)

 

Pacific Centre:

Suite 1500, 701 West Georgia Street

Vancouver, British Columbia, V7Y 1C6

Canada

 

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒ Form 40-F ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes ☐ No ☒

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

 

 

 

 

 

 

Exhibits:

 

Exhibit Number   Description
Exhibit 99.1  

Kidoz Inc. to Present 2025 Results and Highlight Platform Expansion and Business Momentum

 

 

 

 

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.

 

    KIDOZ INC.
    (Registrant)
     
    By: /s/ J. M. Williams
Date: April 24, 2026   J. M. WILLIAMS,
      CEO

 

 

 

Exhibit 99.1

 

 

 

KIDOZ Inc.

Pacific Centre,

Suite 1500, 701 West Georgia Street

Vancouver BC V7Y 1C6

Canada

Ph: +1 888-374-2163

Fax: +1 604-694-0301

 

Kidoz Inc. to Present 2025 Results and Highlight Platform Expansion and Business Momentum

 

Vancouver, BC, Canada, April 24, 2026 – Kidoz Inc. (TSXV: KDOZ) (OTCQB: KDOZF) (the “Company”), a full-stack in-game advertising platform powered by contextual AI, today announced that it will report its annual financial results for the year ended December 31, 2025, after market close on Tuesday, April 29, 2026.

 

The Company will also host a webcast to discuss the results and provide a business update.

 

Webcast Details

 

Date: Tuesday, April 29, 2026

 

Time: 17:00 EST

 

Webcast link: https://events.q4inc.com/attendee/826461645

 

If you have any questions for the webcast, please submit them by 17:00 EST on Monday, April 28, 2026, to ir@kidoz.net.

 

A replay of the webcast will be available on the Company’s investor website at https://investor.kidoz.net.

 

The financial results will be available on the Company’s investor website, as well as the Company’s profile on SEDAR+ (https://www.sedarplus.com) and the SEC website (https://www.sec.gov).

 

Equity Incentive Update

 

To enable the Company to reward success, aid in recruiting, and retain its current employees and consultants in a competitive technology market, the Company continues to grant equity incentives in accordance with TSX Venture Exchange Policy 4.4 and, subject to the rules of the TSX Venture Exchange, in accordance with the Company’s 2024 Stock Option Plan (the “Option Plan”) and the Company’s Equity Awards Plan (the “Equity Plan”), each approved by shareholders at the Company’s annual general meeting held on November 25, 2025.

 

The Company’s compensation program includes a multi-component compensation framework comprising competitive salaries, cash bonuses, stock options, and equity-based awards, including Restricted Share Units (“RSUs”), Performance Share Units (“PSUs”), and Deferred Share Units (“DSUs”). This approach supports the attraction and retention of talent, while aligning incentives with long-term shareholder value. Equity-based awards are designed to reward sustained performance and support retention, while maintaining disciplined dilution within shareholder-approved limits.

 

Management believes that the Company’s proprietary technology and unique advertising inventory, combined with the continued growth of mobile entertainment as a primary consumer medium, positions the Company for continued growth and long-term value creation. In the fiscal year 2025, and prior to the date hereof, 3,726,000 stock option grants expired unexercised, of which 1,750,000 had been awarded to directors and officers of the Company.

 

For this year’s option grants, the Company is planning to issue to its staff and consultants stock option grants entitling them to purchase up to 910,000 common shares of the Company (each, a “Common Share”) exercisable at a price per share of CAD$0.01 above the closing market price per share on the date of grant. None of the options are awarded to directors and officers. In accordance with the Company’s overall compensation program, the options will vest monthly at 2% per month over their five (5) year term.

 

 

 

 

These stock option grants represent approximately 0.69% of the total issued and outstanding Common Shares.

 

As of the date hereof, the Company has 13,130,450 Common Shares reserved for issuance under the Option Plan, representing 10% of the Company’s issued and outstanding Common Shares, and has 13,130,450 Common Shares reserved for issuance under the Equity Plan, representing 10% of the Company’s issued and outstanding Common Shares.

 

To better align the effective cost/performance value of the Company’s compensation program, the Company is implementing the Equity Plan. As a result, the Company announces that it is planning to issue an aggregate of 6,775,000 RSUs, 100,000 PSUs, and 150,000 DSUs to certain employees, directors, officers, and consultants of the Company, pursuant to the Equity Plan. The RSUs, PSUs and DSUs are accounted for in accordance with applicable accounting standards. The RSUs, PSUs and DSUs offer a distinct accounting benefit due to their straightforward expense recognition. Unlike stock options, which require complex fair-value estimations that can fluctuate, RSUs result in a more predictable and transparent expense reporting. This clarity simplifies financial planning and aligns recognized costs with actual company performance, providing a stable financial picture.

 

Pursuant to the Equity Plan, the Company granted an aggregate of 6,775,000 RSUs to certain directors and officers, employees and consultants of the Company, of which 5,000,000 are awarded to directors and officers. The RSUs vest in 2029, with 100% vesting at that time, subject to the recipient’s continued service with the Company. Upon vesting, each RSU entitles the holder to receive one Common Share or the cash equivalent thereof, at the discretion of the Company.

 

The Company granted an aggregate of 100,000 Performance PSUs to certain senior employees and consultants. The PSUs vest over a period of one (1) to three (3) years, subject to the achievement of performance criteria established by the board of directors of the Company, including but not limited to revenue growth, EBITDA targets, and/or total shareholder return metrics. Upon vesting and satisfaction of the applicable performance conditions, each PSU entitles the holder to receive one Common Share or the cash equivalent thereof, at the discretion of the Company.

 

The Company granted an aggregate of 150,000 DSUs to certain non-executive directors of the Company. The DSUs vest immediately upon grant and will be redeemed upon the holder ceasing to be a director of the Company, in accordance with the terms of the Equity Plan. Each DSU entitles the holder to receive one (1) Common Share or the cash equivalent thereof.

 

These Equity Plan grants represent approximately 5.35% of the total issued and outstanding Common Shares.

 

All of the foregoing awards are subject to the terms and conditions of the Option Plan, Equity Plan, and applicable award agreements, as well as approval by the board of directors of the Company and the TSX Venture Exchange.

 

For full details of the Company’s operations and financial results, please refer to the Securities and Exchange Commission website at www.sec.gov, the Kidoz Inc. investor website at https://investor.kidoz.net, or its SEDAR+ profile available at https://www.sedarplus.com.

 

About Kidoz Inc.

 

Kidoz Inc. (TSXV: KDOZ) (OTCQB: KDOZF) (www.kidoz.net) is a full-stack advertising platform powered by contextual AI, enabling safe, trusted customer engagement and improved outcomes.

 

Originally developed for children’s digital environments, where compliance and safety requirements are highest, Kidoz delivers privacy-first contextual targeting advertising without reliance on personal data tracking or behavioral profiling. Its technology combines proprietary SDK integrations, the Kidoz Privacy Shield, and the Kite IQ contextual AI engine to match advertising to content, environment, and geography, in alignment with COPPA, GDPR-K, Apple ATT, and global standards.

 

The platform supports both children’s and all-ages audiences through its Kidoz and Prado offerings, enabling brands to scale performance across the global mobile gaming ecosystem using contextual, privacy-first targeting.

 

Google-certified and Apple-approved, Kidoz reaches a global audience across mobile apps and games and is trusted by leading global brands.

 

Forward-Looking Statements

 

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements. Certain information included in this press release (as well as information included in oral statements or other written statements made or to be made by the company) contains statements that are forward-looking, such as statements relating to anticipated future success of the Company. Such forward-looking information involves important risks and uncertainties that could significantly affect anticipated results in the future and, accordingly, such results may differ materially from those expressed in any forward-looking statements made by or on behalf of the Company. For a description of additional risks and uncertainties, please refer to the Company’s filings with the Securities and Exchange Commission. Specifically, readers should read the Company’s Annual Report on Form 20-F, filed with the SEC and the Annual Financial Statements and Management Discussion & Analysis filed on SEDAR+ on April 24, 2025, and the prospectus filed under Rule 424(b) of the Securities Act on March 9, 2005 and the SB2 filed July 17, 2007, and the TSX Venture Exchange Listing Application for Common Shares filed on June 29, 2015 on SEDAR+, for a more thorough discussion of the Company’s financial position and results of operations, together with a detailed discussion of the risk factors involved in an investment in Kidoz Inc.

 

For more information contact:

Henry Bromley

CFO

ir@kidoz.net

(888) 374-2163

 

Neither the TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

 

 

FAQ

When will Kidoz Inc. (KDOZF) report its 2025 annual financial results?

Kidoz Inc. will report its 2025 annual financial results after market close on April 29, 2026. Management will host a webcast at 17:00 EST that day to discuss results and provide a broader business update for investors and other stakeholders.

What equity incentives is Kidoz Inc. (KDOZF) planning to grant in 2025?

Kidoz plans to grant stock options for up to 910,000 common shares, vesting at 2% per month over five years. It also intends to issue 6,775,000 RSUs, 100,000 PSUs, and 150,000 DSUs under its Equity Awards Plan, subject to board and TSX Venture Exchange approval.

How much potential dilution do Kidoz’s new equity awards represent for KDOZF shareholders?

The new stock option grants represent about 0.69% of total issued and outstanding common shares. The RSU, PSU, and DSU grants together represent approximately 5.35% of outstanding shares, creating potential dilution if all awards are ultimately settled in common shares rather than cash.

How are Kidoz Inc. (KDOZF) RSUs and PSUs structured under the Equity Plan?

Kidoz granted 6,775,000 RSUs that vest 100% in 2029, contingent on continued service. It also granted 100,000 PSUs that vest over one to three years, depending on performance criteria such as revenue growth, EBITDA targets, and total shareholder return established by the board of directors.

What are Kidoz Inc. (KDOZF) DSUs and who receives them?

Kidoz granted 150,000 Deferred Share Units (DSUs) to certain non-executive directors. DSUs vest immediately and are redeemed when the holder ceases to be a director, delivering one common share or cash per unit, aligning director compensation with long-term shareholder interests.

How many shares are reserved under Kidoz Inc. (KDOZF) equity plans?

Kidoz has 13,130,450 common shares reserved for issuance under its 2024 Stock Option Plan and an additional 13,130,450 reserved under its Equity Awards Plan. Each reserve equals 10% of the company’s issued and outstanding common shares, reflecting shareholder-approved limits.

Filing Exhibits & Attachments

2 documents