[6-K] RISKIFIED LTD. Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Riskified Ltd. reported that it entered into a privately negotiated agreement to repurchase 3,000,000 Class A ordinary shares from funds affiliated with Pitango Venture Capital. The shares were bought at a cash price of $4.64 per share, for total consideration of approximately $13.9 million, under the company’s existing repurchase authorization.

Pitango is affiliated with board member Aaron Mankovski, who serves as a Managing Partner there, so the transaction involved an insider-related counterparty. The buyback was approved by Riskified’s Audit Committee and Board of Directors and was completed on November 24, 2025.

Insights

Equity Capital Allocation Analyst

Riskified executes a $13.9M insider-related share repurchase at $4.64.

Riskified repurchased 3,000,000 Class A shares from Pitango Venture Capital funds at $4.64 per share, totaling about $13.9 million. This is a targeted, privately negotiated buyback under an existing repurchase authorization, rather than an open-market program, and reduces the float by that specific share amount.

The seller, Pitango, is affiliated with director Aaron Mankovski, making governance and process important. The company states that its Audit Committee and full Board approved the deal, which is a typical safeguard for related-party transactions and indicates formal oversight over terms and counterparties.

The impact on per-share metrics or ownership structure depends on Riskified’s total shares outstanding and Pitango’s remaining stake, which are not detailed here. Subsequent disclosures in periodic reports may provide more context on how this $13.9 million repurchase interacts with broader capital allocation plans and any remaining repurchase capacity.

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 November 2025

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 November 24, 2025, 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 3,000,000 of the Company’s Class A ordinary shares (the “Repurchase”) for cash consideration of $4.64 per share, or an aggregate of approximately $13.9 million. The Repurchase was effected pursuant to the Company’s existing repurchase authorization. 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 and was consummated on November 24, 2025.

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 and 333-285599).

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: November 24, 2025			Name:			Eido Gal
			Title:			Chief Executive Officer

FAQ

What share repurchase did Riskified (RSKD) announce in this Form 6-K?

Riskified entered into a privately negotiated agreement to repurchase 3,000,000 Class A ordinary shares from funds affiliated with Pitango Venture Capital.

How much is Riskified paying for the repurchased shares from Pitango?

Riskified is paying $4.64 per share, for an aggregate cash consideration of approximately $13.9 million for the 3,000,000 Class A shares.

Who is the counterparty to Riskifieds share repurchase and what is the board connection?

The shares are being repurchased from funds affiliated with Pitango Venture Capital. Board member Aaron Mankovski is a Managing Partner of Pitango.

Did Riskifieds board approve the repurchase from Pitango?

Yes. The company states that the Repurchase was approved by Riskifieds Audit Committee and Board of Directors before being completed.

Was this Riskified share buyback part of a new or existing authorization?

The company notes that the Repurchase was effected pursuant to Riskifieds existing repurchase authorization, not a newly adopted program.

When was Riskifieds share repurchase from Pitango completed?

Riskified reports that the Repurchase was consummated on November 24, 2025.

How is this Riskified (RSKD) Form 6-K used in its U.S. registration statements?

This Form 6-K is incorporated by reference into Riskifieds registration statements on Form S-8 listed in the filing.