PLAYSTUDIOS, Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549​

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SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

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Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

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Preliminary Proxy Statement

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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

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Definitive Proxy Statement

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Definitive Additional Materials

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Soliciting Material Pursuant to §240.14a-12

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(Name of Registrant as Specified In Its Charter)​

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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)​

Payment of Filing Fee (Check the appropriate box):

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No fee required.

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Fee paid previously with preliminary materials.

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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

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10150 Covington Cross Drive

Las Vegas, NV 89144

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NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

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Friday, July 10, 2026| 8:00 a.m. Pacific Time

Live webcast: https://web.viewproxy.com/PLAYSTUDIOS/2026

The principal business of the Annual Meeting will be:

To elect five directors for a one-year term;

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To ratify the appointment of Deloitte & Touche LLP (“Deloitte”) as our independent registered public accounting firm for the fiscal year ending December 31, 2026;

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To approve an amendment to the Company’s Certificate of Incorporation (as previously amended, the “Certificate of Incorporation”), substantially in the form attached hereto as Annex A, to effect, at the discretion of the Board but prior to the one-year anniversary of the reverse stock split of our outstanding shares of Class A common stock, par value $0.0001 per share (the “Class A common stock”) and Class B common stock, par value $0.0001 per share (the “Class B common stock” and together with the Class A common stock, the “common stock”), at a ratio, ranging from 1-for-10 to 1-for-30, with the exact ratio and timing to be determined by the Board of Directors in its discretion within 12 months following the Annual Meeting without further approval or authorization of our stockholders (the “Reverse Stock Split Proposal”); and

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To transact any other business as may properly come before the Annual Meeting or any adjournment or postponement thereof.

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You may vote on these matters in person or by proxy. Whether or not you plan to virtually attend the Annual Meeting, we ask that you vote by one of the following methods to ensure that your shares will be represented at the meeting in accordance with your wishes:

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Vote online or by telephone, by following the instructions included with the proxy card; or

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Vote by mail, by completing and returning the enclosed proxy card in the enclosed addressed stamped envelope.

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Only stockholders of record at the close of business on May 18, 2026 are entitled to notice of, and to vote at, the Annual Meeting or any adjournment or postponement of the Annual Meeting. This Proxy Statement and the proxy card were either made available to you online or mailed to you beginning on or about May 29, 2026.

By Order of the Board of Directors

Joel Agena

General Counsel and Secretary

Las Vegas, NV

May 29, 2026

Important Notice Regarding the Availability of Proxy Materials for the

Annual Meeting of Stockholders to be held on July 10, 2026:

The Notice of Annual Meeting, Proxy Statement, and our

2025 Annual Report on Form 10-K are available electronically at

ir.playstudios.com