What changed in this filing

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Item 1. Business

2026-02-26 compared with 2025-02-27 · 94 added, 100 removed, 193 unchanged (50% of the section changed)

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We have a powerful combination of scale and free cash flow.

In the year ended December 31, 2024, we generated $2,549.3 million in revenues, net income of $162.2 million and $757.7 million in Credit Adjusted EBITDA, representing a net income margin of 6.4%, and a Credit Adjusted EBITDA margin of 29.7%.

We were founded in Israel in 2010, when we released our first game, Slotomania , which remains the second largest game in our portfolio based on revenues as of December 31, 2024.

On January 15, 2021, we became a publicly traded company with our common stock traded on the Nasdaq Global Select Market under the ticker symbol “PLTK.”

In the year ended December 31, 2025, we generated $2,755.4 million in revenues, net loss of $206.4 million and $753.2 million in Adjusted EBITDA, representing a net loss margin of 7.5%, and an Adjusted EBITDA margin of 27.3%.

We were founded in Israel in 2010 and on January 15, 2021, we became a publicly traded company with our common stock traded on the Nasdaq Global Select Market under the ticker symbol “PLTK.”

Our Core Strengths

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Our strategy is to focus on a portfolio of games that we believe have the potential for high revenues and longevity that we can continue to grow through our live operations expertise.

Our current portfolio represents a diverse and balanced mix of game categories with casual titles continuing to become a larger majority of our overall mix.

Our goal is to create games that are highly engaging and foster social connection among our players.

We build long-term, sustainable games by employing a combination of creative and technical staff that includes storytellers, coders, artists, and data-scientists.

We build long-term, sustainable games through a combination of creative and technical staff that includes storytellers, coders, artists, and data-scientists.

We are experts in live operations

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By delivering content, offers, and features to users at the right times during their gameplay, we drive paying user conversion, continued monetization, and long-term paying user retention.

We provide our game studios with various technical functionalities and live operations services that help to enable our games to run at scale and rapidly incorporate the latest available functional enhancements.

Our financial discipline drives our success and provides us greater flexibility to deploy capital

Our attractive margin profile is driven by our ability to retain paying users over the long term, our ownership of substantially all of the intellectual property used in our mobile games, and financial discipline.

Our attractive margin profile is driven by our ability to retain paying users over the long term, our ownership of a majority of the intellectual property used in our mobile games, and financial discipline.

This results in a superior margin profile and cash flow that we can use to reinvest in acquisitions and our business.

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Further, most of our senior management team has been working with us in various capacities for a significant part of the Company’s history.

Recently we restructured our management team to, among other things, remove the chief revenue officer position bringing the studios directly under the management of our chief executive officer, Mr.

While we have had significant changes and certain departures from our executive team in the past year, we believe that the overall makeup of our executive management team balances stability in our culture while embracing agility and a stronger than ever focus on strategic execution.

Successful track record of pursuing value accretive acquisitions

Our acquisition strategy is generally focused on identifying and acquiring games with broad appeal and scalable leadership potential in their genres.

Our acquisition strategy has historically been focused on identifying and acquiring games with broad appeal and scalable leadership potential in their genres.

We maintain a highly disciplined approach to acquisitions and have a proven history of making acquisitions at attractive prices and achieving meaningful synergies.

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Our performance marketing capabilities focus on cost-effectively acquiring users.

Previously we leveraged a centralized marketing team to achieve efficiencies across our portfolio of games.

However, with the recent restructuring of our management team, we have adopted a custom-tailored approach to marketing with certain studios having largely independent marketing functions that are better able to deploy strategies that are most effective for the particular studio.

While we maintain certain centralized marketing functions to achieve efficiencies across our portfolio of games, we have adopted a custom-tailored approach to marketing to align with the lifecycle, performance profile and long-term potential of each game, with certain studios having largely independent marketing functions that are better able to deploy strategies that are most effective for the particular studio.

Our user acquisition strategy is centered on a payback period methodology and we optimize spend between the acquisition of new users and the reactivation of inactive players.

Our Daily Payer Conversion increased from 3.8% in the year ended December 31, 2024, to 4.4% in the year ended December 31, 2025, and our ARPDAU increased from $0.86 in the year ended December 31, 2024, to $0.89 in the year ended December 31, 2025.

In addition, our average DPUs remains at 0.31 million in both the years ended December 31, 2023 and 2024.

In addition, our average DPUs increased from 0.312 million in December 31, 2024 to 0.370 million in the year ended December 31, 2025.

Our Live Operations Services

Since our founding, we have developed most of the core technical functionality and services that form the backbone to support our games.

Since our founding, we have developed and licensed a significant portion of the core technical functionality and services that form the backbone to support our games.

We have built these core technical functions and services, and created a scalable, proprietary technology platform that enhances our live operations services.

Our platform is powered by Machine Learning Platform and artificial intelligence (“AI”) engines for various use-cases in marketing, games operations and monetization.

Our technology platform includes:

• Digital Studio suite, which is being developed to use digital and AI technologies to optimize marketing, game operations and monetization, including generative AI models for efficient art processes and for our customer support and VIP processes;

• A set of advanced and easy to use gaming operation tools, which enables the use of digital and AI technologies to optimize marketing, game operations and monetization, including generative AI models for efficient art processes and for our customer support and VIP processes;

• Meta games and monetization events, including tournaments, challenges, and missions;

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One of our core strengths lies in our ability to generate assets that maintain the distinct style and character fidelity of each individual game in our portfolio.

Our efforts have involved automating the process of generating creative content for features and promos using state-of-the-art generative AI models.

We also utilize generative AI on VIP and Customer Support domains, where our agents will receive suggestions and recommendations based on Large Language Models integrated into their work platform.

Our efforts have involved automating the process of generating creative content for features and promos using generative AI models.

We also utilize generative AI on VIP and Customer Support domains, where our agents will receive suggestions, recommendations, localization and translations based on large language models integrated into their work platform.

There are also a number of additional services we provide to studios, based on their game’s needs and strategies, including:

• Digital Studio:

A developing suite of advanced and easy to use tools to maximize efficiency and designed to enhance revenue by personalizing the player experience;

• The set of gaming operation tools described above which can be used to maximize efficiency and designed to enhance revenue by personalizing the player experience;

• Player Journey:

Proprietary software that allows game operators to create and deploy personalized game content in real-time without extensive software development;

Proprietary software and AI-driven tools that allows game operators to create and deploy personalized game content in real-time, without extensive software development;

• Campaign Manager:

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• Back Office Services Software (BOSS):

Complete suite of back-office support software that helps manage day-to-day game operations and configurations in one place.

Suite of back-office support software that helps manage day-to-day game operations and configurations in one place.

Our live operations services are constantly evolving as our culture of innovation and optimization allows us to share and implement improvements across our portfolio of games and game studios.

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Our geographic diversity allows us to integrate acquisition targets, especially studios located in Europe near our other studios and our headquarters in Israel.

We consider acquisitions as a pivotal strategy for increasing our mobile game offerings and enhancing the diversity and strength of our portfolio.

As we continue to expand our portfolio through the acquisition of additional studios and the development of new games, we expect to incur increased operating expenses associated with games that are still in the early stages of their lifecycle.

Acquisitions have historically served as a pivotal strategy for increasing our mobile game offerings and enhancing the diversity and strength of our portfolio.

As we continue to expand our portfolio through the acquisition of additional studios and/or the development of new games, we expect to incur increased operating expenses associated with games that are in the early stages of their lifecycle.

These games typically generate revenue at lower operating margins, which may dilute our overall operating margins during the period of development and ramp-up.

In addition, aside from Bingo Blitz , our casual games have historically generated lower operating margins compared to our social casino-themed games.

As a result, shifts in portfolio mix toward these categories may impact our overall operating margins.

Marketing and Player Lifecycle Management

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We develop tailored monetization and retention strategies for different parts of our users’ lifecycles, including before they become paying users, after they become paying users, and for users who become inactive.

We operate a centralized marketing team that performs key functions like media buying on behalf of our various studios.

We have also made acquisitions to bring certain marketing capabilities in house to increase our effectiveness.

We operate a centralized marketing team that performs key functions like media buying on behalf of certain studios but also allow certain studios to retain varying degrees of control over their own marketing activities to ensure that resources are allocated efficiently to support our high potential growth games.

We have also brought certain marketing capabilities in house through acquisitions to increase our effectiveness.

Payback period-oriented approach to user acquisition

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We focus on efficiently acquiring users that can be active for long periods of time.

We acquire users from more than 40 different sources, including mobile ad networks, search and social networks.

We acquire users from a wide range of sources, including mobile ad networks, search and social networks.

We use re-targeting campaigns to reactivate our inactive users.

We have made significant investments in our measurement and re-targeting capabilities, and intend to continue to focus on these capabilities, particularly as many of our games were released several years ago.

We leverage these investments to create personalized retargeting campaigns to re-engage former users.

We leverage these investments to create retargeting campaigns that are more relevant and optimized to re-engage former users.

This results in a superior margin profile and cash flow that we can use to reinvest in acquisitions and our business.

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Many of our games are classic in nature with mass appeal due to their highly engaging game mechanics.

Our portfolio includes both casual and social casino-themed games.

For the year ended December 31, 2025, our casual games generated 70.8% of our revenues, with our social casino-themed games accounting for the remaining 29.2%.

Our two largest games, Slotomania and Bingo Blitz , generated approximately 45% of our revenues for the year ended December 31, 2024.

Overview of Top 10 Games

Our two largest games, Bingo Blitz and Slotomania , generated approximately 35% of our revenues for the year ended December 31, 2025.

Overview of Top 10 Games (listed alphabetically)

• Bingo Blitz is a bingo adventure where users progress through various levels in the theme of major global cities and are able to connect with others to earn virtual items and bonuses, including additional virtual coins and power-ups.

• Caesars Slots features an inventory of over 200 slot games developed to have a look and feel similar to those played in casinos, including high roller lounges only accessible to those with a certain amount of virtual coins.

• Dice Dreams is a coin looter game where players roll dice to earn virtual in-game coins and rewards used to build and upgrade their kingdoms, advance through levels, and engage in social interactions with other players.

• Disney Solitaire offers a fresh take on the classic TriPeaks solitaire game, featuring Disney and Pixar–themed content, in which players progress through levels with iconic characters and nostalgic moments to earn in-game rewards.

• Domino Dreams reinvents classic dominoes game with matching puzzles to earn rewards and stars to build and restore royal kingdoms as they progress through challenging levels.

• House of Fun features an inventory of over 300 games, including a catalogue of uniquely themed games, with a standard leveling system where players earn virtual in-game items including virtual rewards, bonuses and coins progressing through various missions that are updated regularly.

• June’s Journey is a hidden object game that is set in the 1920’s, where players step into the role of amateur detective June Parker to investigate mysterious quests.

• Slotomania is a premier social slots game with an inventory of over 300 original slot games where players earn in-game virtual rewards and virtual coins and have the ability to purchase virtual items, including virtual coins, boosts and other items to further their progression and unlock more virtual rewards.

• Solitaire Grand Harvest modernizes the classic solitaire game by adding new elements and challenges.

• June’s Journey is a hidden object game that is set in the 1920’s, where players step into the role of amateur detective June Parker to investigate mysterious quests.

• World Series of Poker is the official social app of the World Series of Poker and allows players to compete with friends and other players to win their own virtual World Series of Poker Bracelet.

• Best Fiends is a classic match-3 game with RPG-like character development featuring an expansive story set in the mystical world of Minutia.

• Animals and Coins is a luck-battle game where players build and defend their treasure islands while collecting coins and raiding friends’ and other players’ bases to become ruler of the animal kingdom.

• Governor of Poker 3 is a multiplayer Texas hold’em game where players compete in various poker formats within a Wild West-themed setting.

*SuperPlay Ltd.’s games are not included in this list as the studio was acquired in November 2024.

However, based on pro forma performance, Dice Dreams , SuperPlay Ltd.’s coin looter game, would have been in our top 10 by revenues for the year ended December 31, 2024.

Research and Development

Our research and design team has extensive expertise in creating new content and gameplay features as well as proprietary tools and systems to enable the efficient design, development and implementation of new content and features.

We invest heavily in research and development, and, as of December 31, 2024, approximately 75% of our employees are employed in research and development, which enables us to consistently introduce updates and enhancements to our games, which we strive to do on an effective basis.

We invest heavily in research and development, and, as of December 31, 2025, approximately 74% of our employees were employed in research and development, which enables us to consistently introduce updates and enhancements to our games, which we strive to do on an effective basis.

We have a diverse pool of talent located in game development hubs, including in Israel and Germany.

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We face significant competition in all aspects of our business.

Our primary competitors include Tencent Holdings, Activision Blizzard (Microsoft), Electronic Arts, Take-Two Interactive/Zynga, Light & Wonder/SciPlay, AppLovin and Aristocrat/Pixel United.

On the broadest scale, we compete for the leisure time, attention and discretionary spending of our players versus

other forms of offline and online entertainment, including social media, reading and other video games on the basis of a number of factors, including quality of player experience, breadth and depth of gameplay, ability to create or license compelling content, brand awareness and reputation and access to distribution channels.

Our primary competitors include Tencent Holdings, Activision Blizzard (Microsoft), Electronic Arts, Zynga (Take-Two Interactive), SciPlay (Light & Wonder), Product Madness (Aristocrat), Moon Active, Scopely (Savvy Games) and Dream Games.

On the broadest scale, we compete for the leisure time, attention and discretionary spending of our players versus other forms of offline and online entertainment, including social media, reading and other video games on the basis of a number of factors, including quality of player experience, breadth and depth of gameplay, ability to create or license compelling content, brand awareness and reputation and access to distribution channels.

We believe these factors, among other things, enable us to compete effectively in the market.

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These licenses permit the development, design, manufacture, offering for sale, advertising, promotion, distribution, sale and use of Caesars Slots and World Series of Poker intellectual property in social and free-to-play games.

More recently, in December 2024, we announced a license deal with IGT to license slot content for our slot-themed games.

In addition, our newly acquired studio, SuperPlay, has entered into a licensed collaboration with Disney to create a new solitaire-themed game currently under development.

Also, notably, our fastest-growing title in 2025 was Disney Solitaire, a licensed collaboration between Disney and Pixar Games and our SuperPlay studio based on Disney intellectual property.

We believe the value associated with our brands and the brands licensed under which we market and license our games contributes to the appeal and success of our games, and our future ability to develop, acquire or license new brand names of similar quality is important to our continued success.

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Government Regulation

We are subject to various state, federal and international laws and regulations that apply to companies operating online, including over the internet and mobile platforms, such as those relating to privacy, data security, consumer protection, protection of minors, online safety, advertising and marketing, intellectual property, competition, and taxation, among others,

all of which are continuously evolving and developing.

As we offer our games in many countries worldwide, foreign jurisdictions may claim we are required to comply with local laws, including in jurisdictions where we have no local presence, offices, or other equipment.

It is also likely that as our business grows and evolves and our games are played in a greater number of countries, we will become subject to laws and regulations in additional jurisdictions.

The scope and interpretation of the laws and regulations that are or may be applicable to us are often uncertain and may conflict.

The scope and

interpretation of the laws and regulations that are or may be applicable to us are often uncertain and may conflict.

Additional laws in these and other areas affecting our business are likely to be enacted in the future, which could limit or require changes to the ways in which we conduct our business and could both increase our compliance costs and decrease our revenues.

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We believe that our games and game features do not constitute gambling and are intended for entertainment purposes only.

Our games do not offer an opportunity to win real money.

However, there is significant opposition in some jurisdictions to social gaming, including social casino gaming, and some jurisdictions have expressed concern that social casino games, in particular, present significant risks of encouraging gambling behavior especially with respect to children and people who already have gambling problems.

Anti-gaming groups in several states and countries have specifically targeted social casino games, which could lead these jurisdictions to adopt legislation or impose a regulatory framework to govern social gaming or social casino gaming specifically.

For example, consumer protection laws such as Australia’s Guidelines for the Classification of Computer Games 2023, limit games containing ‘simulated gambling’ features to adults 18 and over.

These types of opposition efforts could lead to a prohibition on social gaming or social casino gaming altogether, restrict our ability to advertise our games or substantially increase our costs to comply with regulations, all of which could have an adverse effect on our results of operations, cash flows and financial condition.

Our games do not offer an opportunity to win real money within the game.

However, there is significant opposition in some jurisdictions to social gaming, including social casino-themed gaming, and some jurisdictions have expressed concern that social casino-themed games, in particular, present significant risks of encouraging gambling behavior especially with respect to children and people who already have gambling problems.

Anti-gaming groups in several states and countries have specifically targeted social casino-themed games, which could lead these jurisdictions to adopt legislation or impose a regulatory framework to govern social gaming or social casino-themed gaming specifically.

In certain jurisdictions such as Australia, regulators have adopted, or are in the process of adopting, content classification and access requirements applicable to games that include ‘simulated gambling’ features.

These types of opposition efforts could lead to a prohibition on social gaming or social casino-themed gaming altogether, restrict our ability to advertise our games or substantially increase our costs to comply with regulations, all of which could have an adverse effect on our results of operations, cash flows and financial condition.

We cannot predict the likelihood, timing, scope or terms of any such legislation or regulation or the extent to which they may affect our business.

Furthermore, in 2020 and 2021 plaintiffs in several U.S.

states sued Apple, Google and Meta Platform (Facebook), alleging that the platforms violated state gambling laws by allowing the plaintiffs to download and play social casino games, including certain of our social casino games.

These lawsuits are still ongoing.

We cannot predict the outcome of these lawsuits and these lawsuits, or similar suits in the future, could cause Google, Apple, Facebook, or other third-party platform providers to deny our social casino games access to their platforms or the platforms could seek to pass on liability, including defense costs, for these suits to us under the indemnity provisions in our agreements with such platforms, which could have a material adverse effect on our business.

In addition, third-party platforms through which we distribute our games may be influenced by legal or regulatory developments to amend their policies or adopt new policies which could result in the removal or restriction of certain of our games from their platforms.

In 2020 and 2021, plaintiffs in several U.S.

states sued Apple, Google and Meta Platform (Facebook), alleging that the platforms violated state gambling laws by allowing the plaintiffs to download and play social-themed casino games, including certain of our games.

These lawsuits have proceeded in various stages, with some remaining pending.

We cannot predict the outcome of these lawsuits and these lawsuits, or similar suits in the future, could cause Google, Apple, Facebook, or other third-party platform providers to deny certain of our games access to their platforms or the platforms could seek to pass on liability, including defense costs, for these suits to us under the indemnity provisions in our agreements with such platforms, which could have a material adverse effect on our business.

In December 2023, the Company was informed that Google was beginning to enforce an existing Play Store policy banning simulated gambling apps in thirteen countries across the Middle East and Asia:

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Shortly thereafter, Slotomania was blocked from the Google Play Store in Indonesia, although it has since been reinstated.

We were also notified in December 2024 by a third party platform that it would be challenging the offering of social casino games on its platform in the State of Washington.

While we currently only offer certain poker-themed titles through this platform, our business and operating results could be materially impaired if other platforms take similar actions in the State of Washington or in other jurisdictions.

Although we have not experienced a material impact on our business, financial condition or results of operations due to limited revenues we currently have on the affected platform and in the affected jurisdictions, if our platform providers, particularly the iOS App Store, Facebook, of Google Play Store, take these actions in jurisdictions that are significant to our operations, it would be harmful to our business.

We were also notified in December 2024 by a third party platform that it would be challenging the offering of social casino-themed games on its platform in the State of Washington.

Although we have not experienced a material impact on our business, financial condition or results of operations due to limited revenues we currently have on the affected platform or in the affected jurisdictions, if our platform providers, particularly the iOS App Store, Facebook, of Google Play Store, take these actions in jurisdictions that are significant to our operations, it would be harmful to our business.

Additionally, the U.S.

Court of Appeals for the Ninth Circuit decided that a social casino game produced by one of our competitors should be considered illegal gambling under Washington state law.

Court of Appeals for the Ninth Circuit decided that a social casino-themed game produced by one of our competitors should be considered illegal gambling under Washington state law.

Similar lawsuits were filed against other defendants, including us.

In April 2018, a putative class action lawsuit was filed against us in federal district court, alleging substantially the same causes of action against our social casino games.

In April 2018, a putative class action lawsuit was filed against us in federal district court in Washington, alleging substantially the same causes of action against our social casino-themed games.

In August 2020, we entered into a settlement agreement to settle this matter, which was approved by the court in February 2021.

High Five Games, a social casino game

company that was also sued in federal district court for substantially the same causes of action, opted to continue litigation rather than settle following the Ninth Circuit’s ruling.

After several years of legal proceedings, in September 2024, a court ruled that two of High Five Games’ slot-themed games constituted illegal gambling under Washington law.

As a result, the company was ordered to pay $24.9 million.

More recently, in August 2024, a class action lawsuit was filed in the state of Washington against Dream Games, the developer of the mobile game "Royal Match" alleging that their game violates Washington State gambling laws and consumer protection laws.

The case is currently proceeding in court.

See “ Risk Factors— Legal or regulatory restrictions could adversely impact our business and limit the growth of our operation s ” for more information.

In January 2025, the WSGC issued a public memo referencing both the Ninth Circuit ruling and the High Five Games case.

High Five Games, a social casino-themed game company that was also sued in federal district court for substantially the same causes of action, opted to continue litigation rather than settle following the Ninth Circuit’s ruling.

After several years of legal

proceedings, in September 2024, a court ruled that two of High Five Games’ slot-themed games constituted illegal gambling under Washington law.

As a result, the company was ordered to pay $24.9 million in February 2025.

In January 2025, the Washington State Gambling Commission (WSGC) issued a public memo referencing both the Ninth Circuit ruling and the High Five Games case.

The memo warned that games of chance involving virtual currency are likely to be classified as illegal gambling under Washington law.

It also encouraged companies offering virtual casino-style games to Washington residents to review their games and ensure compliance with state gambling regulation.

It also encouraged companies offering virtual casino-style games to Washington residents to review their games and ensure compliance with state gambling regulations.

In addition, on June 24, 2025, we received a letter from the Attorney General of the State of Washington alleging that certain of our games violate state gambling and consumer protection laws and requesting monetary penalties and that those games not be made available in Washington in the future.

The Attorney General initiated a lawsuit on February 3, 2026, against the Company and other unrelated companies offering social casino-themed games asserting those same allegations.

More broadly, claims and regulatory attention in this area have increasingly focused on game mechanics involving virtual currency and chance-based outcomes, including in genres beyond traditional social casino-style games.

In August 2024, a class action lawsuit was filed in the state of Washington against Dream Games, the developer of the mobile game "Royal Match" alleging that their game violates Washington State gambling laws and consumer protection laws.

The case is currently proceeding in court.

In December 2025, a similar class action complaint was filed in the State of Washington against SuperPlay Ltd.

alleging that Dice Dreams , a “Luck Battle” game, violates Washington State gambling laws and consumer protection laws.

We monitor these developments and may be required to adjust game features, disclosures, distribution, or availability in certain jurisdictions to address evolving interpretations and enforcement priorities.

Additional legal proceedings, including demands for arbitration, targeting our games and claiming violations of state, federal or foreign laws, including gambling laws, have occurred and could occur, based on the unique and particular laws of each jurisdiction, particularly as litigation and regulations continue to evolve.

See “ Legal Proceedings ” and “ Risk Factors—Legal proceedings may materially adversely affect our business and our results of operations, cash flows and financial condition ” for more information.

The widespread implementation of in-game purchases of virtual items and virtual currency in our industry has resulted in the expanded application of existing laws or regulations and has prompted calls for new laws and regulations to address the perceived problems with these virtual items and currency.

Calls for legislation have been fueled by complaints from parents whose children have incurred sizeable charges online purchasing virtual currency, “lives” or “power-ups” in order to continue to play or further advance in games advertised as being “free to play.” In December 2022, Epic Games and the U.S.

Federal Trade Commission (the “FTC”), announced a settlement, in which, among other things, Epic Games agreed to pay $245 million to the FTC relating to in-game purchases in Epic Game’s popular Fortnite game.

This may result in legislation affecting how we advertise, operate, and earn revenues in games with these features.

These developments may affect how we advertise, operate, and earn revenues in games with these features.

There has been an increasing focus on a mechanic widely used in the games industry know as ‘paid loot boxes’ (and sometime also ‘loot crates’ or ‘mystery prizes’).

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In most countries, it is now clear that loot boxes do not constitute gambling, because the items provided to a player have no real-world value.

There are however a few exceptions – one recent example being in Austria, where a court ruled that loot boxes in FIFA Ultimate Team packs, constitute illegal gambling due to the existence of a secondary market for these virtual items.

In any event, the use of paid loot boxes can result in an increasing burden of regulatory compliance and operation restrictions as a result of consumer and advertising laws and regulations, the requirements of platform owners (such as Apple and Google), and the introduction of industry standards and practices, such as the Game Industry Promotion Act in South Korea and the California Bill A.B.

This position was recently validated by the Austrian Supreme Court, which overturned a February 2023 regional court ruling that had previously classified certain loot box mechanics as illegal gambling.

2426, or the guiding principles published by the UK government in 2023 (the UK Principles).

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It is also possible that the EU, as part of its fitness check of EU consumer laws, and other parts of the world adopt similar guidelines or legislation, and developments of this kind could further restrict our business or negatively affect our revenues.

For additional information, please see the sections titled “ Risk Factors—Risks Related to Our Business—Changes to digital platforms’ rules, including those relating to “loot boxes,” or the potential adoption of regulations or legislation impacting loot boxes, could require us to make changes to some of our games’ economies or design, which could negatively impact the monetization of these games reducing our revenue s,” “ Risk Factors—Risks Related to Our Business—Legal or regulatory restrictions could adversely impact our business and limit the growth of our operations ,” and “ Risk Factors—Risks Related to Our Business—Legal and regulatory restrictions on the use of incentivized marketing may negatively impact our business or results of operations .”

Our Business—Legal and regulatory restrictions on the use of incentivized marketing may negatively impact our business or results of operations .”

Data Privacy and Security

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We collect, process, store, use, and share data, some of which contains personal information, in connection with operating our business.

Consequently, our business is subject not

only to the Israeli Protection of Privacy Law, 5741-1981 (the “PPL”), and the Privacy Protection Regulations (Data Security), 5777-2017, but also to a number of U.S.

Consequently, our business is subject not only to the Israeli Protection of Privacy Law, 5741-1981 as amended (the “PPL”), and the Privacy Protection Regulations (Data Security), 5777-2017, but also to a larger number of U.S.

and international laws and regulations governing data privacy and security, including with respect to the collection, processing, storage, use, transmission, sharing, and protection of personal information and other consumer data.

Such laws and regulations may be inconsistent across jurisdictions or conflict with other rules.

The applicability of these laws and regulations to us, and their scope and interpretation, are often uncertain, particularly with respect to laws and regulations outside the United States.

The applicability of these laws and regulations to us, and their scope and interpretation, are often uncertain.

For example, the European Union has adopted strict data privacy and security regulations.

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The GDPR created compliance obligations applicable to our business and some of our players, which could require us to self-determine how to interpret and implement these obligations, change our business practices and expose us to lawsuits (including class action or similar representative lawsuits) by consumers or consumer organizations for alleged breach of data protection laws.

The GDPR increases financial penalties for noncompliance (including possible fines of up to 4% of global annual revenues for the preceding financial year or €20 million (whichever is higher) for the most serious violations).

The United Kingdom operates a separate but similar regime to the European Union that allows for fines of up to the greater of £17.5 million or 4% of the total worldwide annual turnover of the preceding financial year.

Further, we are required to comply with the GDPR and also the United Kingdom GDPR (UK GDPR), which, together with the amended United Kingdom Data Protection Act 2018, retains the GDPR in United Kingdom national law.

There are currently a number of other proposals related to data privacy and security pending before several legislative and regulatory bodies in Europe.

For example, the European Union is contemplating the adoption of the Regulation on Privacy and Electronic Communications, or the e-Privacy Regulation, which is currently making its way through the European Union legislative process.

European Union countries may also have their own data protection laws in addition to the GDPR.

Moreover, the scope of data privacy regulations worldwide continues to evolve.

New, increasingly restrictive regulations are coming into force all around the world, such as in Australia (awaiting Royal ascent), China, Malaysia, Saudi Arabia and Brazil.

Within the United States, California was the first state to enact comprehensive data privacy legislation via the California Consumer Privacy Act, or the CCPA and the California Privacy Rights Act, or the CPRA.

New, increasingly restrictive regulations have come into force all around the world, such as in Australia, Malaysia, Saudi Arabia, India and Brazil, and others coming into force such as China and Canada.

Within the United States, California was the first state to enact comprehensive data privacy legislation via the California Consumer Privacy Act (CCPA) and the California Privacy Rights Act (CPRA).

The effects of the CCPA and CPRA were significant and required, and could continue to require, us to modify our data, security, and marketing practices and policies, and to incur substantial costs and expenses in an ongoing effort to comply with these and other applicable data protection laws.

The CCPA was only the beginning of a trend toward stringent state privacy legislation in the United States.

States such as Colorado, Delaware, Iowa, Florida, Montana, Nebraska, New Hampshire, New Jersey, Oregon, Texas, Utah and Virginia have already enacted similar legislation to the CCPA, and other states including Indiana, Kentucky, Maryland, Minnesota, Rhode Island and Tennessee have passed similar laws that are set to go into effect in the upcoming months and years.

States such as Colorado, Delaware, Iowa, Florida, Montana, Nebraska, New Hampshire, New Jersey, Oregon, Texas, Utah, Indiana, Kentucky, Maryland, Minnesota, Rhode Island, Tennessee and Virginia have already enacted similar legislation to the CCPA, and other states may pass similar laws that are set to go in the upcoming months and years.

These laws could subject us to additional compliance costs as well as potential fines, individual claims and commercial liabilities.

Globally there is significant focus on protecting children online and regulators worldwide such as the Information Commissioner’s Office in the U.K.

and the Federal Trade Commission (FTC) in the U.S.

While most of our games do not target children under 18 as their audience, we operate in a global regulatory and enforcement environment with significant focus on protecting children online, and regulators worldwide such as the Information Commissioner’s Office in the U.K, eSafety Commissioner in Australia, and the Federal Trade Commission (FTC) in the U.S.

have reinforced this priority.

Jurisdictions around the world have implemented comprehensive frameworks to protect young users in digital spaces with particular emphasis on the need for age assurance, content moderation standards, a greater awareness of dark patterns targeting children, and enhanced transparency requirements.

The FTC proposed updates to the existing Children's Online Privacy Protection Act (COPPA), and states have enacted their own laws and codes, focusing on consent requirements and limiting behavioral tracking and targeted advertising to minors.

Federal bills like COPPA 2.0 and the Kids Online Safety Act (KOSA) have been proposed and aim to increase protections for minors' online data.

The FTC has updated the existing Children's Online Privacy Protection Act (COPPA), and several states such as Texas, Utah, Louisiana and California have enacted their own laws and codes, focusing on parental consent requirements and limiting behavioral tracking and targeted advertising to minors.

Federal bills like COPPA 2.0 (enacted) and the Kids Online Safety Act (KOSA) (proposed) aim to increase protections for minors' online data.

In addition to evolving laws and codes, industry standards are evolving and advancing.

This evolving area may add additional complexity, variation in requirements, restrictions and potential legal risk, require additional investment in resources for compliance programs, and impact business strategies and the availability of previously useful data.

For example, industry codes under the Australian’s Online Safety Act 2021, which are set to go into effect in March 2026, require the implementation of age-assurance measures to prevent minors from accessing games containing “simulated gambling” features.

In addition, emerging age assurance frameworks may require a transition from basic self-declaration age gates to more technically integrated age-verification or assurance systems, as well as changes to product design, disclosures, data practices and monetization features.

This evolving area may add additional complexity, variation in requirements, variation in requirements across jurisdictions, restrictions and potential legal risk, require additional investment in resources for compliance programs, and impact business strategies and the availability of previously useful data.

We are also subject to a variety of other laws in the United States and other non-U.S.

Online Safety Act, competition laws such as the EU Digital Markets Act, consumer protection laws such as the EU’s New Deal for Consumers, whistleblowing laws, such as the EU Whistleblower Directive, and artificial intelligence regulations such as the EU Artificial Intelligence Act and the U.S.

Executive Order on the Safe, Secure, and Trustworthy Development and Use of Artificial Intelligence.

jurisdictions regarding data privacy, cybersecurity, and consumer protection, which are continuously evolving and developing, including, among others, the laws described above, online safety regulations such as the EU Digital Services Act, the UK Online Safety Act, and the Australia Online Safety Act, competition laws such as the EU Digital Markets Act, consumer protection laws such as the EU’s New Deal for Consumers, whistleblowing laws, such as the EU Whistleblower Directive, and artificial intelligence regulations such as the EU Artificial Intelligence Act and various U.S.

state-level legislation .

The scope and interpretation of the laws that are or may be applicable to us are often uncertain and may be conflicting, particularly laws outside the United States.

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As of December 31, 2025, we had approximately 3,175 employees.

We believe our people are one of our most important assets and our key competitive advantage.

However, in January 2026, the Company announced a workforce reduction plan and we currently expect this number to decrease by approximately 15% during the first quarter of 2026.

This reduction in workforce was part of a broader adjustment to our cost structure and a reallocation of resources across our portfolio of games.

This action was undertaken to better align our operating model with changing market conditions, to focus investment on our highest-potential growth opportunities, and to support long-term financial flexibility and sustainability.

While we believe this realignment positions us to invest more effectively in growth titles, new game development, and strategic initiatives, it may also result in certain operational and organizational impacts, including reduced operational capacity in specific areas, slower feature development or content delivery for some titles, increased workload for remaining employees, and potential challenges to employee morale and engagement.

We rely on our highly skilled, technically trained and creative employees with desirable skill sets, including game designers, engineers and project managers, to develop new technologies and create innovative games.

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Our managers and employees are asked to go through performance and development discussions twice a year, allowing us to identify and provide a range of tailor-made solutions to our top talent population.

We offer an array of career development services to our employees including instructor-led training, different online knowledge resources through our Playtika Academy program or external resources, and a full leadership development journey including mentoring opportunities.

We offer career development services to our employees including instructor-led training, different online knowledge resources through our internal learning platform, and a leadership development program including mentoring opportunities.

Further, we believe that our commitment to a culture of inclusion is integral to our goal of attracting and retaining the best talent and ultimately driving our business performance.

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We also offer stock-based compensation as a way to attract and retain key talent.

See Note 13, Equity Transactions and Stock Incentive Plan, to our audited consolidated financial statements and “ Management’s Discussion and Analysis of Financial Condition and Results of Operations—Stock-based compensation ” for further discussion of our benefit plans and stock-based compensation.

See Note 14, Equity Transactions and Stock Incentive Plan, to our

audited consolidated financial statements and “ Management’s Discussion and Analysis of Financial Condition and Results of Operations—Stock-based compensation ” for further discussion of our benefit plans and stock-based compensation.

Website and Available Information

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business