0001628280-22-006746.txt : 20220318 0001628280-22-006746.hdr.sgml : 20220318 20220318165907 ACCESSION NUMBER: 0001628280-22-006746 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220314 FILED AS OF DATE: 20220318 DATE AS OF CHANGE: 20220318 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Paradise Andrew CENTRAL INDEX KEY: 0001836621 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39243 FILM NUMBER: 22753215 MAIL ADDRESS: STREET 1: SKILLZ INC., C/O CHARLOTTE EDELMAN STREET 2: P.O. BOX 445 CITY: SAN FRANCISCO STATE: CA ZIP: 94104-0445 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Skillz Inc. CENTRAL INDEX KEY: 0001801661 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 844478274 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: P.O. BOX 445 CITY: SAN FRANCISCO STATE: CA ZIP: 94104-0445 BUSINESS PHONE: 415-762-0511 MAIL ADDRESS: STREET 1: P.O. BOX 445 CITY: SAN FRANCISCO STATE: CA ZIP: 94104-0445 FORMER COMPANY: FORMER CONFORMED NAME: Flying Eagle Acquisition Corp. DATE OF NAME CHANGE: 20200130 4 1 wf-form4_164763712997831.xml FORM 4 X0306 4 2022-03-14 0 0001801661 Skillz Inc. SKLZ 0001836621 Paradise Andrew C/O SKILLZ INC. P.O. BOX 445 SAN FRANCISCO CA 94104 1 1 1 0 Chief Executive Officer CEO Performance Stock Unit 2022-03-14 4 J 0 16119540 0 D Class A common stock 16119540.0 0 D Pursuant to the letter agreement, dated March 14, 2022 between the Reporting Person and the Issuer, the CEO Performance Stock Units granted to the Reporting Person on September 14, 2021 were canceled and permanently forfeited, with no value received by the Reporting Person. The terms of the canceled award provided that one share of the Company's Class A Common Stock would have been earned for each CEO Performance Stock Unit based on the achievement of certain market capitalization milestones. On March 14, 2022, the Board of Directors of Skillz Inc. (the "Company") and Andrew Paradise, Chief Executive Officer of the Company, agreed to cancel Mr. Paradise's award of 16,119,640 performance share units granted on September 14, 2021 (the "CEO Performance Stock Units"). The CEO Performance Stock Units were divided into four tranches, each vesting upon the achievement of a corresponding market capitalization milestone ranging from two to five times the Company's market capitalization baseline calculated at the time of grant. In canceling the CEO Performance Stock Units, the Board and Mr. Paradise took into consideration a number of factors, including (i) changes in the Company's market capitalization since the award was granted, (ii) the desire by the Board and Company to conduct an equity refresh grant for the broad-based employee population, which is facilitated by the cancellation of the CEO Performance Stock Units and (iii) the cancellation resulting in less dilution to stockholders. The Board and Mr. Paradise are continuing to discuss the terms of a potential equity grant. /s/ Charlotte Edelman 2022-03-18