Skillz (NYSE: SKLZ) director converts RSUs to Class A common stock

Rhea-AI Filing Summary

Skillz Inc. reported an insider equity transaction by a director involving the settlement of previously granted restricted stock units. On December 22, 2025, the director acquired 917 and 16,860 shares of Class A common stock at a price of $0 per share upon the settlement of restricted stock units, for a total of 17,777 shares.

The filing explains that each restricted stock unit represents the right to receive one share of Class A common stock, and all amounts are adjusted for the company’s 1-for-20 reverse stock split effective June 23, 2023. After these transactions, 3,377 restricted stock units remain unvested under the original grant, which vests in substantially equal quarterly installments following initial vesting dates in March 2022 and March 2023. Some units vested earlier but were only settled once blackout restrictions lifted.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Chafkin Casey

(Last) (First) (Middle)

C/O SKILLZ INC.

6625 BADURA AVENUE

(Street)

LAS VEGAS NV 89118

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Skillz Inc. [ SKLZ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/22/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A common stock	12/22/2025		M(1)		917	A	$0	770,525	D
Class A common stock	12/22/2025		M(1)		16,860	A	$0	787,385	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(2)	12/22/2025		M			917(3)(4)	(5)	(5)	Class A common stock	917	$0	0	D
Restricted Stock Units	(2)	12/22/2025		M			16,860(3)(4)	(6)	(6)	Class A common stock	16,860	$0	3,377	D

Explanation of Responses:

1. The restricted stock units settled in Class A common stock of the Company on December 22, 2025.

2. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A common stock.

3. On June 23, 2023 (the "Effective Date"), the Class A common stock of the Company underwent a 1-for-20 reverse stock split (the "Reverse Stock Split"). All amounts of securities listed herein have been adjusted to reflect the effect of the Reverse Stock Split (even if the listed transaction occurred before the Effective Date of the Reverse Stock Split).

4. The grant of restricted stock units was previously reported as covering 1,079,198 shares, 404,740 which remained unvested (prior to the Reverse Stock Split, which is equal to 20,237 shares post Reverse Stock Split). Following the reported transactions, 3,377 shares remained unvested (as adjusted for the Company's Reverse Stock Split).

5. Twenty-five percent of the restricted stock unit grant vested on March 4, 2022 and the remainder will vest in substantially equal quarterly installments thereafter. The restricted stock units reported on this report vested prior to December 22, 2025 but were not settled due to black out restrictions.

6. Twenty-five percent of the restricted stock unit grant vested on March 14, 2023 and the remainder will vest in substantially equal quarterly installments thereafter. Restricted stock units reported on this report vested prior to December 22, 2025 but were not settled due to black out restrictions.

Remarks:

	/s/ Nikul D. Patel, Attorney-in-Fact	12/23/2025
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Skillz Inc. (SKLZ) report in this filing?

A director of Skillz Inc. reported the settlement of previously granted restricted stock units (RSUs) into shares of the company’s Class A common stock on December 22, 2025.

How many Skillz (SKLZ) shares were acquired in the reported transaction?

The director acquired 917 and 16,860 shares of Class A common stock, for a total of 17,777 shares, upon settlement of restricted stock units at a price of $0 per share.

What are the terms of the Skillz (SKLZ) restricted stock units mentioned?

Each restricted stock unit represents a contingent right to receive one share of Skillz’s Class A common stock. The grants vest 25% on the initial vesting dates in March 2022 and March 2023, with the remaining units vesting in substantially equal quarterly installments thereafter.

How many restricted stock units remain after the Skillz (SKLZ) transaction?

Following the reported settlements, 3,377 restricted stock units remain unvested under the grant, as adjusted for the company’s reverse stock split.

How did Skillz’s reverse stock split affect the reported share numbers?

On June 23, 2023, Skillz implemented a 1-for-20 reverse stock split of its Class A common stock. All share amounts in this report, including the RSU grants and remaining unvested units, are adjusted to reflect the impact of that reverse split.

Why were some Skillz (SKLZ) RSUs settled later than their vesting dates?

The filing notes that certain restricted stock units had vested prior to December 22, 2025, but were not settled earlier due to black out restrictions, and were settled once those restrictions no longer applied.