Riskified (NYSE: RSKD) plans $4.3M share buyback from Pitango funds

Rhea-AI Filing Summary

Riskified Ltd. plans to repurchase 1,000,000 Class A ordinary shares from funds affiliated with Pitango Venture Capital in a privately negotiated transaction. The agreed cash price is $4.26 per share, for total consideration of approximately $4.3 million, at a discount to the volume-weighted average price on the New York Stock Exchange over a specified period.

The share buyback will be executed under Riskified’s previously announced repurchase authorization and must satisfy certain Israeli regulatory requirements prior to April 30, 2026. Because Pitango is affiliated with director Aaron Mankovski, the transaction is a related-party deal that received approval from the company’s Audit Committee and Board of Directors.

Insights

Capital allocation and governance analyst

Riskified executes a small, related-party buyback under existing authorization.

Riskified is using about $4.3 million to repurchase 1,000,000 Class A shares from Pitango funds at $4.26 per share. This is a negotiated, off-market transaction at a discount to the stock’s volume-weighted average trading price.

The repurchase comes from a previously authorized program and is conditioned on meeting Israeli regulatory requirements before April 30, 2026. As Pitango is linked to director Aaron Mankovski, Audit Committee and Board approval helps address related-party governance considerations.

Overall scale appears modest, so the economic impact will likely be limited, though it slightly reduces share count and allows a venture investor to trim exposure through a structured transaction rather than open-market sales.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 March 2026

Commission File Number: 001-40692

Riskified Ltd.

(Translation of the registrant's name into English)

Riskified Ltd.

220 5th Avenue, 2nd Floor

New York, New York 10001

(Address of principal executive offices)

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 x         Form 40-F ¨

EXPLANATORY NOTE

On March 13, 2026, Riskified Ltd. (the “Company”) entered into a privately negotiated share repurchase agreement (the “Share Repurchase Agreement”) with certain funds affiliated with Pitango Venture Capital (collectively, “Pitango”) to repurchase 1,000,000 of the Company’s Class A ordinary shares (the “Repurchase”) for cash consideration of $4.26 per share (representing a discount to the volume weighted average price of the Company’s Class A Ordinary Shares on the New York Stock Exchange as determined over a specified period in accordance with the terms of the Share Repurchase Agreement), or an aggregate of approximately $4.3 million. The Repurchase will be effected pursuant to the Company’s previously announced repurchase authorization. Consummation of the Repurchase is conditioned on the satisfaction of certain Israeli regulatory requirements prior to April 30, 2026. Mr. Aaron Mankovski, who is a member of the Company’s Board of Directors, is a Managing Partner of Pitango. The Repurchase was approved by the Company’s Audit Committee and Board of Directors.

This report on Form 6-K is incorporated by reference into the Company’s Registration Statements on Form S-8 (File Nos. 333-258461, 333-265150, 333-270006, 333-277711, 333-285599 and 333-294095).

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.

			Riskified Ltd.
			(Registrant)
			By:			/s/ Eido Gal
Date: March 13, 2026			Name:			Eido Gal
			Title:			Chief Executive Officer

FAQ

What did Riskified (RSKD) announce in its March 2026 Form 6-K?

Riskified announced a privately negotiated agreement to repurchase 1,000,000 Class A ordinary shares from Pitango-affiliated funds. The buyback uses cash from an existing repurchase authorization and is subject to Israeli regulatory approvals before April 30, 2026.

How large is Riskified’s planned share repurchase from Pitango?

Riskified plans to buy back 1,000,000 Class A ordinary shares from Pitango-affiliated funds. The agreed price is $4.26 per share, for total cash consideration of about $4.3 million under the company’s existing repurchase authorization.

What price will Riskified (RSKD) pay for the repurchased shares?

Riskified agreed to pay $4.26 in cash per Class A ordinary share. This price represents a discount to the volume-weighted average price of its Class A shares on the New York Stock Exchange over a specified measurement period defined in the agreement.

Is the Riskified share repurchase from Pitango a related-party transaction?

Yes. Pitango Venture Capital funds are affiliated with director Aaron Mankovski, making this a related-party transaction. The repurchase was reviewed and approved by Riskified’s Audit Committee and Board of Directors, providing additional governance oversight of the negotiated terms.

What conditions must be met for Riskified’s repurchase from Pitango to close?

Completion of the repurchase is conditioned on satisfying certain Israeli regulatory requirements. These conditions must be fulfilled prior to April 30, 2026, for the transaction to be consummated under the terms of the share repurchase agreement.

How does the Pitango repurchase relate to Riskified’s existing buyback authorization?

The transaction will be carried out under Riskified’s previously announced share repurchase authorization. Instead of open-market purchases, the company is using part of that authorization for a privately negotiated block repurchase from Pitango-affiliated funds.