Skillz CEO settles PSUs, withholds shares for taxes

Skillz Inc. Chief Executive Officer Andrew Paradise reported routine equity compensation activity involving performance stock units (PSUs).

Rhea-AI Filing Summary

Skillz Inc. Chief Executive Officer Andrew Paradise reported routine equity compensation activity involving performance stock units (PSUs). On June 1, 2026, previously granted PSUs settled into 84,559 shares of Class A common stock. In connection with this vesting, 21,364 shares were withheld at $2.51 per share to cover tax obligations, rather than sold in the open market.

Following these transactions, Paradise directly holds 1,505,304 shares of Class A common stock. Footnotes explain that PSUs granted on January 1, 2022 vested after the company’s strategic objective goals were certified as achieved on April 10, 2026 and then settled into shares on June 1, 2026.

Additional PSUs granted on January 1, 2025 also had their performance goals certified on April 10, 2026 and are scheduled to settle into Class A common stock on December 31, 2027, tying a portion of the CEO’s compensation to longer-term performance milestones.

Insider Trade Summary

84,559 shares exercised/converted

Exercise 5 txns

Insider Paradise Andrew

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Exercise	Performance Stock Unit	84,559	$0.00	$0.00
Exercise	Class A common stock	84,559	$0.00	$0.00
Exercise Price or Tax Liability	Class A common stock	21,364	$2.51	$54K
Grant/Award	Performance Stock Unit	84,559	$0.00	$0.00
Grant/Award	Performance Stock Unit	66,667	$0.00	$0.00

Holdings After Transaction: Performance Stock Unit — 66,667 contracts (Direct); Class A common stock — 1,505,304 shares (Direct)

Footnotes (4)

1. F1. The performance stock units settled in Class A common stock of the Company on June 1, 2026.
2. F2. Represents shares withheld for payment of withholding taxes in connection with vesting of performance stock unit awards.
3. F3. On January 1, 2022, the reporting person was granted performance stock units that were eligible to vest based on the Issuer's achievement of certain strategic objective goals. On April 10, 2026, the Compensation Committee of the Issuer's Board of Directors certified that the strategic objective goals had been satisfied, resulting in the vesting of these units. On June 1, 2026, the units settled into shares of Class A common stock.
4. F4. On January 1, 2025, the reporting person was granted performance stock units that were eligible to vest based on the Issuer's achievement of certain strategic objective goals. On April 10, 2026, the Compensation Committee of the Issuer's Board of Directors certified that the strategic objective goals had been satisfied, resulting in the vesting of these units. On December 31, 2027, the units are subject to settlement into shares of Class A common stock.

Key Figures

PSUs settled into shares: 84,559 shares Shares withheld for taxes: 21,364 shares Tax withholding price: $2.51 per share +4 more

7 metrics

PSUs settled into shares 84,559 shares Performance stock units settled into Class A common stock on June 1, 2026

Shares withheld for taxes 21,364 shares Withheld to pay tax obligations at $2.51 per share on June 1, 2026

Tax withholding price $2.51 per share Price used for withholding shares for taxes on vested PSUs

Shares held after transactions 1,505,304 shares Direct Class A common stock ownership after June 1, 2026 events

2025 PSU grant block 1 66,667 units Performance stock units granted January 1, 2025 with strategic goals

2025 PSU grant block 2 84,559 units Additional PSUs granted January 1, 2025 tied to strategic objectives

Future PSU settlement date December 31, 2027 Scheduled settlement date for certain 2025 PSUs into Class A shares

Key Terms

Performance Stock Unit, withholding taxes, strategic objective goals, Compensation Committee

4 terms

Performance Stock Unit financial

"The performance stock units settled in Class A common stock of the Company on June 1, 2026."

A performance stock unit is a type of reward companies give to employees, usually managers, that depends on how well the company performs over time. If the company hits specific goals, the employee earns shares of stock, like earning a prize for reaching certain levels in a game. It motivates employees to work hard because their rewards are tied to the company's success.

withholding taxes financial

"Represents shares withheld for payment of withholding taxes in connection with vesting of performance stock unit awards."

Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.

strategic objective goals financial

"eligible to vest based on the Issuer's achievement of certain strategic objective goals."

Compensation Committee financial

"the Compensation Committee of the Issuer's Board of Directors certified that the strategic objective goals had been satisfied"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did Skillz (SKLZ) report for CEO Andrew Paradise?

Andrew Paradise reported PSU vesting and tax withholding. 84,559 performance stock units settled into Class A common shares, and 21,364 shares were withheld to pay taxes. These are compensation-related entries, not open-market purchases or sales.

Did the Skillz (SKLZ) CEO sell shares in the open market in this Form 4?

No open-market sale is shown. The Form 4 records shares withheld to satisfy tax obligations on vested performance stock units and an option-like PSU exercise, rather than discretionary buying or selling in the market.

How many Skillz (SKLZ) shares does the CEO hold after these transactions?

After the reported transactions, Andrew Paradise holds 1,505,304 shares. This figure reflects his direct ownership of Class A common stock following PSU settlement and tax-withholding share reductions on June 1, 2026.

What are performance stock units (PSUs) in the Skillz (SKLZ) CEO’s compensation?

PSUs are share-based awards tied to performance goals. Paradise received PSUs that vest only if Skillz meets strategic objective goals, then settle into Class A shares, linking his compensation to the company’s achievement of those milestones.

When will additional Skillz (SKLZ) PSUs held by the CEO settle into shares?

Certain PSUs granted January 1, 2025 are scheduled to settle on December 31, 2027. Their strategic objective goals were certified as achieved on April 10, 2026, with settlement into Class A common stock deferred to that later date.

What performance conditions triggered PSU vesting for the Skillz (SKLZ) CEO?

Vesting depended on achieving strategic objective goals. The Compensation Committee certified on April 10, 2026 that these goals were satisfied, which caused the relevant performance stock units to vest and either settle immediately or be scheduled for future settlement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/01/2026 - 09:28 PM EDT Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Paradise Andrew

(Last) (First) (Middle)

C/O SKILLZ INC.

6625 BADURA AVENUE

(Street)

LAS VEGAS NEVADA 89118

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/10/2026

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

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

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

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	06/01/2026		M(1)		84,559	A	$0	1,526,668	D
Class A common stock	06/01/2026		F(2)		21,364	D	$2.51	1,505,304	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
Performance Stock Unit	(3)	04/10/2026		A		84,559		(3)	(3)	Class A common stock	84,559	$0	84,559	D
Performance Stock Unit	(3)	06/01/2026		M			84,559	(3)	(3)	Class A common stock	84,559	$0	0	D
Performance Stock Unit	(4)	04/10/2026		A		66,667		(4)	(4)	Class A common stock	66,667	$0	66,667	D

Explanation of Responses:

1. The performance stock units settled in Class A common stock of the Company on June 1, 2026.

2. Represents shares withheld for payment of withholding taxes in connection with vesting of performance stock unit awards.

3. On January 1, 2022, the reporting person was granted performance stock units that were eligible to vest based on the Issuer's achievement of certain strategic objective goals. On April 10, 2026, the Compensation Committee of the Issuer's Board of Directors certified that the strategic objective goals had been satisfied, resulting in the vesting of these units. On June 1, 2026, the units settled into shares of Class A common stock.

4. On January 1, 2025, the reporting person was granted performance stock units that were eligible to vest based on the Issuer's achievement of certain strategic objective goals. On April 10, 2026, the Compensation Committee of the Issuer's Board of Directors certified that the strategic objective goals had been satisfied, resulting in the vesting of these units. On December 31, 2027, the units are subject to settlement into shares of Class A common stock.

Remarks:

Exhibit 24.1 (see power of attorney attached)

	/s/ Todd A. Valli, Attorney-in-Fact	06/01/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)