KPLT on Nasdaq

Katapult Holdings, Inc.

In its 2026 annual report the company says: “We are a technology driven lease-to-own platform that integrates with omnichannel retailers and e-commerce platforms to power the purchasing of everyday durable goods by underserved U.S. nonprime customers. We primarily operate within the virtual LTO market, which is estimated to have a total addressable market opportunity of $50 - $60 billion. We operate exclusively in the U.S. and our platform is available for use by consumers in 46 states and the District of Columbia.”4 It is headquartered in New York, New York.1 Its shares trade on Nasdaq under the symbol KPLT.1

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Last updated Oct 21, 2026.

Overview

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  • TickerKPLT on Nasdaq1
  • IndustryServices-Equipment Rental & Leasing, NEC1
  • HeadquartersNew York, New York1
  • Incorporated inDE2
  • Business address1345 Avenue Of The Americas 11Th Fl, New York, Ny 101052
  • Filer categoryNon-accelerated filer, Smaller reporting company2

We are a technology driven lease-to-own ("LTO") platform that integrates with omnichannel retailers and e-commerce platforms to power the purchasing of everyday durable goods by underserved U.S. nonprime customers. We were founded and incorporated in Delaware in 2012. We primarily operate within the virtual LTO market, which is estimated to have a total addressable market opportunity of $50 - $60 billion. We operate exclusively in the U.S. and our platform is available for use by consumers in 46 states and the District of Columbia. Based on our 2025 gross originations, we believe that we currently capture less than 1% market share.4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

17.7%Gross margin5
-0.2%Operating margin5
0.5%Net margin5
18.0%Revenue growth, 20255
-$12.0MFree cash flow5

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue82¢$240.2M
  • Other costs17¢$49.9M
  • Income tax0¢$319.0K
  • Profit0¢$1.4M

Out of $291.8M in revenue.5

Financial statements

Revenue67895$291.8M in 2025+218% since 2019
0$100.0M$200.0M$300.0M$400.0M2019: $91.9M$91.9M20192020: $247.2M$247.2M2020+169%2021: $303.1M$303.1M2021+23%2022: $209.5M$209.5M2022−31%2023: $221.6M$221.6M2023+6%2024: $247.2M$247.2M2024+12%2025: $291.8M$291.8M2025+18%
Gross profit67895$51.6M in 2025+150% since 2019
0$25.0M$50.0M$75.0M$100.0M2019: $20.7M$20.7M20192020: $79.8M$79.8M2020+286%2021: $89.0M$89.0M2021+12%2022: $37.4M$37.4M2022−58%2023: $41.7M$41.7M2023+12%2024: $45.8M$45.8M2024+10%2025: $51.6M$51.6M2025+13%
Operating income67895-$513.0K in 2025−95% since 2019
-$40.0M-$20.0M0$20.0M$40.0M2019: -$9.4M-$9.4M20192020: $36.9M$36.9M20202021: $1.7M$1.7M2021−96%2022: -$28.4M-$28.4M20222023: -$18.8M-$18.8M2023−34%2024: -$8.1M-$8.1M2024−57%2025: -$513.0K-$513.0K2025−94%
Net income67895$1.4M in 2025
-$60.0M-$40.0M-$20.0M0$20.0M$40.0M2019: -$18.8M-$18.8M20192020: $22.5M$22.5M20202021: $21.2M$21.2M2021−6%2022: -$40.5M-$40.5M20222023: -$36.7M-$36.7M2023−9%2024: -$25.9M-$25.9M2024−29%2025: $1.4M$1.4M2025

Every line of the income statement as filed: the last 2 fiscal years, latest first.5

Period ending2025-12-312024-12-31
Rental revenue$287.2M$244.0M
Other revenue$4.6M$3.2M
Total revenue$291.8M$247.2M
Cost of revenue$240.2M$201.4M
Gross profit$51.6M$45.8M
Servicing costs$4.7M$4.6M
Underwriting fees$3.2M$2.3M
Professional and consulting fees$8.2M$5.2M
Technology and data analytics$6.1M$7.2M
Compensation costs$17.9M$20.1M
General and administrative$11.2M$10.9M
Litigation and settlement expenses$813.0K$3.7M
Total operating expenses$52.1M$53.9M
Loss from operations-$513.0K-$8.1M
Gain on extinguishment of term loan and settlement of derivative liability, net$5.1M$0
Interest expense and other fees-$20.6M-$18.9M
Interest income$197.0K$1.2M
Change in fair value of derivative liability and warrants$17.4M$17.0K
Income (loss) before income taxes$1.7M-$25.8M
Provision for income taxes-$319.0K-$143.0K
Net income (loss)$1.4M-$25.9M
Accumulated undeclared dividends-$1.9M$0
Net loss attributable to common stockholders-$557.0K-$25.9M
Weighted average common shares outstanding - basic (in shares)5.0M shares4.3M shares
Weighted average common shares outstanding - diluted (in shares)5.0M shares4.3M shares
Net loss per common share - basic (in dollars per share)-$0.11-$5.96
Net loss per common share - diluted (in dollars per share)-$0.11-$5.96

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Corporate structure

Katapult Holdings, Inc. sits at the top of its group. 10 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Katapult Holdings, Inc.

  • IRIDIAN ASSET MANAGEMENT LLC/CT Filed SCHEDULE 13G/A on Katapult Holdings, Inc., latest Oct 1, 2026 (6 filings since Jan 18, 2022)
  • Advantage Insurance Inc. Filed SCHEDULE 13G on Katapult Holdings, Inc., latest Aug 31, 2026
  • BasePoint Group Inc. Filed SCHEDULE 13D on Katapult Holdings, Inc., latest Aug 18, 2026
  • KMJ Group Holdings, LLC Filed SCHEDULE 13D on Katapult Holdings, Inc., latest Aug 18, 2026
  • William Allan Jones Filed SCHEDULE 13D on Katapult Holdings, Inc., latest Aug 18, 2026
  • HHCF Series 21 Sub, LLC Filed SCHEDULE 13D/A on Katapult Holdings, Inc., latest Aug 13, 2026 (4 filings since Nov 10, 2025)
  • Blue Owl Capital Filed SCHEDULE 13D/A on Katapult Holdings, Inc., latest Nov 5, 2025 (7 filings since Sep 5, 2025)
  • Brian Hirsch Filed SC 13G/A on Katapult Holdings, Inc., latest Nov 14, 2024 (3 filings since Feb 14, 2023)
  • Blumberg Capital III, L.P. Filed SC 13G/A on Katapult Holdings, Inc., latest Feb 12, 2024 (2 filings since Feb 14, 2022)
  • TIGER GLOBAL MANAGEMENT LLC Filed SC 13G/A on Katapult Holdings, Inc., latest Feb 14, 2023
  • Orlando Zayas Filed SC 13D on Katapult Holdings, Inc., latest Jul 6, 2022
  • MONTANOVA CAPITAL, LLC Filed SC 13G/A on Katapult Holdings, Inc., latest Feb 14, 2022
  • Katapult Holdings, Inc. New York, New York
    • • Katapult Group, Inc. Subsidiary · Delaware, United States
    • • Katapult Intermediate Holdings I, LLC Subsidiary · Delaware, United States
    • • Katapult Intermediate Holdings II, LLC Subsidiary · Delaware, United States
    • • Katapult Intermediate Holdings III, LLC Subsidiary · Delaware, United States
    • • Katapult Intermediate Holdings LLC Subsidiary · Delaware, United States
    • • Katapult Merger Sub 1 Inc. Subsidiary · Delaware, United States
    • • Katapult Merger Sub 2, LLC Subsidiary · Delaware, United States
    • • Katapult SPV-1 LLC Subsidiary · Delaware, United States
    • • Katapult SPV-2 LLC Subsidiary · Delaware, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Katapult Holdings, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Operating-lease assets (leased space)$339.0K5 Dec 31, 2025$383.0K5 Dec 31, 2024−11.5%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$22.4M5 Dec 31, 2025$3.5M5 Dec 31, 2024+547.4%

Intangibles and goodwill

ItemLatestA year beforeChange
Accumulated amortization$1.6M5 Dec 31, 2025$2.7M5 Dec 31, 2024−41.9%
Finite-lived intangibles, net$1.7M5 Dec 31, 2025$1.6M9 Dec 31, 2024+4.6%

Properties, in its own words

Our principal executive offices are located at 5360 Legacy Drive, Building 2 Plano, Texas 75024, consisting of approximately 4,300 square feet. The lease expires on June 30, 2031, subject to our option to extend for five years. We believe that our facilities are adequate to meet our needs and future growth can be accommodated by leasing alternative or additional space if needed.

Item 2 of the 10-K filed Mar 11, 2026.4

Leadership

Who has led Katapult Holdings, Inc., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (30)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • • Katapult Group, Inc. Delaware3
  • • Katapult Intermediate Holdings I, LLC Delaware3
  • • Katapult Intermediate Holdings II, LLC Delaware3
  • • Katapult Intermediate Holdings III, LLC Delaware3
  • • Katapult Intermediate Holdings LLC Delaware3
  • • Katapult Merger Sub 1 Inc. Delaware3
  • • Katapult Merger Sub 2, LLC Delaware3
  • • Katapult SPV-1 LLC Delaware3
  • • Katapult SPV-2 LLC Delaware3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • FinServ Acquisition Corp.Sep 5, 2019 to Jun 9, 20212

Timeline

  1. Oct 2, 20268-K Entered a material agreement48
  2. Sep 11, 20268-K Financial statements and exhibits49
  3. Sep 4, 20268-K Change of auditor50
  4. Aug 28, 20268-K Entered a material agreement51
  5. Aug 12, 2026New chief executive Cory J. Miller becomes CEO13
  6. Aug 11, 20268-K Entered a material agreement; Completed an acquisition or sale; New debt or obligation52
  7. Aug 6, 20268-K Shareholder vote53
  8. Aug 4, 20268-K Results of operations54
  9. Jul 27, 20268-K Other events55
  10. Jun 18, 20268-K Entered a material agreement56
  11. Jun 8, 20268-K Other events57
  12. Jun 3, 20268-K Entered a material agreement58
  13. May 7, 20268-K Results of operations59
  14. Jun 14, 2021New chief executive Orlando Zayas becomes CEO14
  15. Oct 31, 2019New chief executive Lee Einbinder becomes CEO15

Calendar

Coming up

  1. Nov 11, 2026Reports results for the quarter ending Sep/202660

When it reported results

  1. Aug 4, 2026Reported quarterly or annual results54
  2. May 7, 2026Reported quarterly or annual results59
  3. Mar 11, 2026Reported quarterly or annual results61
  4. Nov 12, 2025Reported quarterly or annual results62
  5. Aug 13, 2025Reported quarterly or annual results63
  6. May 15, 2025Reported quarterly or annual results64
  7. May 15, 2025Reported quarterly or annual results65
  8. Mar 28, 2025Reported quarterly or annual results66

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

405 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 80 major events, 170 insider forms, 32 large holders, 103 other. The latest 20:

  1. Oct 6, 2026EFFECT EDGAR
  2. Oct 6, 2026424B3 EDGAR
  3. Oct 2, 2026S-3/A EDGAR
  4. Oct 2, 20268-K EDGAR
  5. Oct 1, 2026SCHEDULE 13G/A EDGAR
  6. Sep 15, 2026S-3 EDGAR
  7. Sep 11, 20268-K/A EDGAR
  8. Sep 4, 20268-K EDGAR
  9. Aug 31, 2026SCHEDULE 13G EDGAR
  10. Aug 28, 20268-K EDGAR
  11. Aug 20, 20263 OWNERSHIP DOCUMENT EDGAR
  12. Aug 18, 2026SCHEDULE 13D EDGAR
  13. Aug 18, 2026SCHEDULE 13D EDGAR
  14. Aug 18, 20264/A OWNERSHIP DOCUMENT EDGAR
  15. Aug 18, 2026SCHEDULE 13D EDGAR
  16. Aug 13, 2026SCHEDULE 13D/A EDGAR
  17. Aug 13, 20264 OWNERSHIP DOCUMENT EDGAR
  18. Aug 13, 20264 EDGAR
  19. Aug 13, 20264 EDGAR
  20. Aug 13, 20264 EDGAR

The 405 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

49 open-market trades by officers, directors and large owners since October 2021: 25 buys and 24 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Aug 11, 2026HHCF Series 21 Sub Holdco, LLC10% ownerSale612,985Form 4
Aug 10, 2026HHCF Series 21 Sub Holdco, LLC10% ownerSale1,017$6.36$6.5KForm 4
Jul 14, 2025THOMPSON JANE J.DirectorSale800$10.31$8.2KForm 4
Nov 29, 2023Zayas OrlandoDirectorSale5$12.58$63Form 4
Nov 13, 2023Chopra ChandanChief Technology OfficerSale2,500$12.28$30.7KForm 4
Nov 10, 2023Chopra ChandanChief Technology OfficerSale750$11.69$8.8KForm 4
Nov 9, 2023Chopra ChandanChief Technology OfficerSale1,500$12.39$18.6KForm 4
Nov 9, 2023Zayas OrlandoDirectorSale240$12.50$3.0KForm 4
Nov 8, 2023Zayas OrlandoDirectorSale3,322$12.70$42.2KForm 4
Nov 7, 2023Zayas OrlandoDirectorSale100$12.50$1.2KForm 4
Sep 18, 2023Zayas OrlandoDirectorSale15$12.50$188Form 4
Jun 9, 2023Chopra ChandanChief Technology OfficerSale15,100$0.62$9.3KForm 4
Jun 7, 2023Chopra ChandanChief Technology OfficerSale10,000$0.72$7.2KForm 4
Jun 6, 2023Chopra ChandanChief Technology OfficerSale8,782$0.65$5.7KForm 4
Jun 6, 2023Chopra ChandanChief Technology OfficerSale10,000$0.59$6.0KForm 4
Feb 15, 2023Zayas OrlandoDirectorSale17,382$0.96$16.7KForm 4
Jan 4, 2023Zayas OrlandoDirectorSale59,919$0.90$53.9KForm 4
Jan 3, 2023Zayas OrlandoDirectorSale61,081$0.87$53.1KForm 4
Dec 15, 2022Taragin BruceDirectorBuy13,000$0.92$12.0KForm 4
Dec 14, 2022Taragin BruceDirectorBuy15,130$1.03$15.6KForm 4

All 49 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 26. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Iridian Asset Management Llc/ct872,856$5.8M2.0%−24,261
Cantor Fitzgerald, L. P.323,886$2.1M0.0%+170,770
CIBC Bancorp USA Inc.134,814$891.1K0.0%−547
Vanguard Capital Management LLC107,554$710.9K0.0%−164
Venturi Wealth Management, LLC55,174$364.7K0.0%No change
OCO Capital Partners, L.P.50,000$330.5K0.1%No change
Geode Capital Management, LLC45,319$299.7K0.0%−2,947
BlackRock, Inc.42,307$279.6K0.0%+9,757
Goldman Sachs Group Inc26,080$172.4K0.0%−5,276
State Street Corp20,979$138.7K0.0%No change
Vanguard Fiduciary Trust Co20,873$138.0K0.0%+164
Renaissance Technologies LLC16,397$108.4K0.0%−600
Citadel Advisors LLC14,726$97.3K0.0%New
Northern Trust Corp11,061$73.1K0.0%No change
Aptus Capital Advisors, LLC10,122$66.9K0.0%No change
Blue Owl Capital Holdings LP5,421$5.4K0.0%No change
Vanguard Global Advisers, LLC783$5.2K0.0%No change
Arax Advisory Partners300$2.0K0.0%New
UBS Group AG276$1.8K0.0%No change
Osaic Holdings, Inc.97$6400.0%No change
Morgan Stanley87$5750.0%No change
Group One Trading LLC25$1650.0%No change
Barclays PLC24$1590.0%New
Wells Fargo & Company/mn23$1520.0%No change
Winch Advisory Services, LLC1$70.0%No change

13F reports cover disclosed long positions in U.S. stocks only.

Members of Congress who traded it

1 trades disclosed by members of Congress. “Vs S&P since” is the stock’s change since the trade minus the S&P 500’s.

DateMemberTradeAmountVs S&P sinceFiling
Jul 31, 2024Austin ScottRepublican, HouseSale$1,001 - $15,000+112.3%Report

Members report amounts as ranges, not exact figures. Returns are price-only (no dividends).

SEC filer profile

How Katapult Holdings, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARKatapult Holdings, Inc.1
  • CIK0001785424
  • Employer ID (EIN)84-27042914
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)7359 Services-Equipment Rental & Leasing, NEC1
  • SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance1
  • Business address1345 Avenue Of The Americas 11Th Fl, New York, NY 101051
  • Phone21237013001
  • Shares outstanding4,972,405 as of Jul 31, 202611
  • Public float$23.3M as of Jun 30, 20254
  • AuditorGRANT THORNTON LLP, Philadelphia, Pennsylvania PCAOB ID 248; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceSep 5, 20191
  • Filings566 in all: 4 (186), 8-K (91), 3 (44), 424B3 (29), 10-Q (20), SC 13G/A (20), CORRESP (17), 425 (16)1
    All 46 form types

    SC 13G (15), DEFA14A (11), UPLOAD (11), EFFECT (10), SCHEDULE 13D/A (8), 10-K (7), DEF 14A (7), 144 (6), 8-K/A (5), SCHEDULE 13D (5), S-1 (4), S-1/A (4), S-8 (4), DRS/A (3), POS AM (3), S-4/A (3), S-8 POS (3), SC 13D (3), SCHEDULE 13G/A (3), 25-NSE (2), ARS (2), DRS (2), PRE 14A (2), S-3 (2), S-3/A (2), S-4 (2), SCHEDULE 13G (2), SEC STAFF LETTER (2), 10-K/A (1), 4/A (1), 424B4 (1), 8-A12B (1), CERT (1), DEFR14A (1), NT 10-K (1), NT 10-Q (1), S-1MEF (1), SC 13D/A (1)

  • Latest filingsAnnual report (10-K) Mar 11, 2026
    Quarterly report (10-Q) Aug 4, 2026
    Proxy statement (DEF 14A) Mar 20, 2026
    Latest 8-K (8-K) Oct 2, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $0.0001 per shareKPLTThe Nasdaq Stock Market LLC
Redeemable WarrantsKPLTWThe Nasdaq Stock Market LLC

From the cover page of the 10-K filed Mar 11, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks Katapult Holdings, Inc. names in Item 1A of its 10-K filed Mar 11, 2026: 61 risks under these headings, as written.4

  • Risks Related to our Proposed Mergers with CCFI and Aaron’s
  • Risks Related to our Preferred Stock
  • Risks Related to the Loan Agreement and our Indebtedness
  • Risks Related to Our Business, Strategy and Growth
  • Financial Risks Related to Our Business
  • Risks Related to Our Technology and Our Platform
  • Legal and Compliance Risks
  • Operational Risks Related to Our Business
  • None of us, CCFI or Aaron’s can be sure if or when the Mergers will be completed.
  • The market price of the Company’s common stock following the Mergers may decline as a result of the Mergers.
  • The parties’ equityholders may not realize a benefit from the Mergers commensurate with the ownership dilution they will experience in connection with or following the Mergers.
  • Certain provisions of the Merger Agreement may discourage third parties from submitting alternative takeover proposals, including proposals that may be superior to the arrangements contemplated by the Merger Agreement.
The other 57 risks
  • Each party is subject to business uncertainties and contractual restrictions while the Mergers are pending, which could adversely affect each party’s business and operations.
  • Our Series A Convertible Preferred Stock and Series B Convertible Preferred Stock could further reduce the voting power and dilute the ownership of holders of our common stock and may adversely affect the market price of our common stock.
  • Until the later of the date the Preferred Stock Investment Stockholder Approval is obtained, if at all, and the date of our 2026 Annual Meeting of Stockholders, and if the Hawthorn Preferred Stock Exchange is not consummated the Katapult Convertible Preferred Stock will accrue dividends at an annual rate of at least 18% compounding weekly. Thereafter, the Katapult Convertible Preferred Stock will continue to accrue dividends at an annual rate of 12% compounding quarterly
  • If the Preferred Stock Investment Stockholder Approval is obtained, the Katapult Convertible Preferred Stock would be convertible without regard to the Ownership Limitation and would allow the holder(s) thereof to become the majority owner(s) of the Company.
  • If the Lender’s waiver of our existing event of default expires and is not otherwise extended, or if we trigger another event of default under the Loan Agreement and such event of default is not waived by our Lender, the Loan Agreement would terminate and our obligations under the Loan Agreement would accelerate, which would have a material adverse effect on our business, results of operations and financial position.
  • We have substantial indebtedness, which may reduce our capability to withstand adverse developments or business conditions.
  • The Loan Agreement governing the New Revolving Facility includes restrictive covenants and financial maintenance covenants, which could restrict our operations or ability to pursue growth strategies or initiatives, including potential mergers and acquisitions opportunities. Failure to comply with these covenants could result in an acceleration of repayment of the indebtedness under the Loan Agreement, which would have a material adverse effect on our business, financial condition and results of operations.
  • To the extent that we seek to grow through future acquisitions, or other strategic investments or alliances, we may not be able to do so effectively.
  • A meaningful percentage of our gross originations are concentrated with a single merchant, and any deterioration in the business of, or in our relationship with, this merchant or any other key merchant relationship or partner could materially and adversely affect our business, results of operations, financial condition, and prospects.
  • If we are unable to attract additional direct merchants and retain and grow our relationships with our existing direct merchants, our business, results of operations, financial condition, and prospects would be materially and adversely affected.
  • The success of our business is dependent on customers making payments on their leases when due and other factors affecting consumer spending and default behavior that are not under our control.
  • Unexpected changes to consumer behavior could cause our proprietary algorithms and decisioning tools used in approving customers to no longer be indicative of our customer’s ability to perform.
  • Our success depends on the effective implementation and continued execution of our strategies.
  • If we fail to maintain customer satisfaction and trust in our brand, our business, results of operations, financial condition, and prospects would be materially and adversely affected.
  • If we are unable to attract new customers and retain and grow our relationships with our existing customers, or if attracting or retaining customers is not cost-efficient, our results of operations, financial condition, and prospects would be materially and adversely affected.
  • We operate in a highly competitive industry, and our inability to compete successfully would materially and adversely affect our results of operations, financial condition, and prospects.
  • Our estimates of market opportunity and forecasts of market growth may prove to be inaccurate, and even if the market in which we compete achieves its forecasted growth, our business could fail to grow at similar rates, if at all.
  • We rely on the accuracy of third-party data, and inaccuracies in such data could adversely impact our approval process.
  • The success and growth of our business depends upon our ability to continuously innovate and develop new products and technologies.
  • Our ability to timely raise capital in the future may be limited, or may be unavailable on acceptable terms, if at all.
  • We have a history of operating losses and may not be profitable in the future.
  • Our revenue and operating results may fluctuate, which could result in a decline in our profitability and make it more difficult for us to grow our business.
  • Any significant disruption or errors relating to our loan providers and loan processor, could delay the processing of transactions on our platform or cause temporary fluctuations in cash use and have a material and adverse effect on our business, results of operations, financial condition, and prospects.
  • We rely on card issuers and payment processors. If we fail to comply with the applicable requirements of Visa, Mastercard or other payment processors, those payment processors could seek to fine us, suspend us or terminate our registrations, which could have a material adverse effect on our business, results of operations, financial condition, and prospects.
  • Our ability to use our net operating loss carry forwards and certain other tax attributes may be limited.
  • We utilize AI/ML, which could expose us to liability or adversely affect our business.
  • Real or perceived software errors, failures, bugs, defects, or outages could adversely affect our business, results of operations, financial condition, and prospects.
  • Our results depend on continued integration and support of our platforms, including our integration with direct merchants.
  • We rely on KPay enabled merchants to allow access to their stores through our Katapult App and our desktop and mobile websites.
  • We are subject to stringent and changing laws, regulations, rules, standards and contractual obligations related to data privacy and security, which could increase the cost of doing business, compliance risks and potential liability and otherwise negatively affect our operating results and business regulations.
  • Any significant disruption in, or errors in, service on our platform or relating to vendors, including events beyond our control, could prevent us from processing transactions on our platform or posting payments and have a material and adverse effect on our business, results of operations, financial condition, and prospects.
  • If major mobile application distribution channels change their standard terms and conditions in a manner that is detrimental to us, or suspend or terminate their existing relationship with us, our business, financial condition and results of operations may be materially and adversely affected.
  • Data security breaches or other security incidents with respect to our information technology systems, networks or data, or those of third parties upon which we rely, could result in adverse consequences, including but not limited to regulatory investigations or actions, litigation, fines and penalties, disruptions of our business operations, reputational harm, loss of revenue or profits, and loss of customers.
  • While we take precautions to prevent customer identity fraud, it is possible that identity fraud may still occur or has occurred, which may adversely affect the performance of the LTO transactions facilitated through our platform.
  • Failure to adequately obtain, maintain, protect, defend and enforce our intellectual property and other proprietary rights could harm our business, operating results and financial condition.
  • We have in the past, and may in the future, be accused of infringing intellectual property and other proprietary rights of third parties which may materially and adversely affect our business, financial condition, and results of operations.
  • We are subject to sales, income and other taxes, which can be difficult and complex to calculate due to the nature of our businesses. A failure to correctly calculate and pay such taxes, or an unfavorable outcome on uncertain tax positions we may record from time to time, may result in substantial tax liabilities and a material adverse effect on several aspects of our performance.
  • If we fail to establish and maintain effective internal control over financial reporting, our ability to accurately and timely report our financial results could be adversely affected.
  • Changes to tax laws or exposure to additional tax liabilities may have a negative impact on our operating results.
  • We are subject to legal proceedings and claims from time to time that may seek material damages or otherwise may have a material adverse effect on our business.
  • Uncertain market and economic conditions have had, and may in the future have, a material adverse effect on our business, results of operation, financial condition and share price.
  • Failure to effectively manage our costs could have a material adverse effect on our profitability.
  • Negative publicity about us or our industry could adversely affect our business, results of operations, financial condition, and prospects.
  • Misconduct and errors by our employees, vendors, and service providers could harm our business and reputation.
  • The loss of the services of any of our leadership team could materially and adversely affect our business, results of operations, financial condition, and prospects.
  • Our business depends on our ability to attract and retain highly skilled employees.
  • Additional Risks Relating to Ownership of Company Securities
  • The price of our securities may change significantly in the future and stockholders could lose all or part of their investment as a result.
  • We will continue to incur significant costs as a result of operating as a public company, and our management will continue to devote substantial time to managing new compliance initiatives.
  • Because there are no current plans to pay cash dividends on our common stock for the foreseeable future, you may not receive any return on investment unless you sell your common stock for a price greater than that which you paid for it.
  • If securities analysts do not publish research or reports about our business or if they downgrade our stock or our sector, our stock price and trading volume could decline.
  • Future sales, or potential future sales, by us or our stockholders in the public market could cause the market price for our common stock to decline.
  • Outstanding warrants are exercisable for, shares of our common stock, which would increase the number of shares eligible for future resale in the public market and result in dilution to our existing stockholders.
  • We will likely incur increased costs and devote additional management time to public company reporting and compliance obligations as a result of exiting “emerging growth company” status.
  • Anti-takeover provisions in our organizational documents could delay or prevent a change of control.
  • Our Amended and Restated Charter designates the Court of Chancery of the State of Delaware as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, employees or stockholders.
  • Our auditors have issued a going concern opinion, and we will not be able to achieve our objectives and will have to cease operations if we cannot refinance our indebtedness and adequately fund our operations.

Legal proceedings

From time to time we may become involved in various legal proceedings. Refer to Note 11 to our Consolidated Financial Statements included within Part II, Item 8 contained in this Annual Report on Form 10-K for a description of current legal proceedings.

The opening of Item 3, Legal Proceedings.4

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