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GoPro, Inc.

For the period ended Dec 31, 2025. Filed Mar 12, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 12, 2026

GPRO$0.84-4.3%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Item 15. Exhibits, Financial Statement Schedules

  1. Financial Statements

The financial statements filed as part of this report are listed in the Index to Consolidated Financial Statements under Part II, Item 8 of this Form 10-K.

  1. Financial Statement Schedules

The financial statement schedule filed in response to Part II, Item 8 and Part IV, Item 15(c) of this Form 10-K is listed under Part II, Item 8 on the Index to Consolidated Financial Statements.

  1. Exhibit Listing
Exhibit · Incorporated by Reference · Filed
Number · Exhibit Title · Form · File No. · Exhibit · Filing Date · Herewith
3.01Restated Certificate of Incorporation of the Registrant, with Certificate of Change of Registered Agent and/or Registered Office10-K001-365143.01February 15, 2019
3.02Amended and Restated Bylaws of the Registrant.S-1333-2000383.02November 10, 2014
4.01Form of Registrant’s Class A common stock certificate.S-1333-1960834.01May 19, 2014
4.08Description of Registrant’s Securities Registered Under Section 12 of the Exchange Act10-K001-365144.08February 14, 2020
4.09Form of Common Stock Purchase Warrant dated August 4, 2025, by and among GoPro and Mateo Financing, LLC.8-K001-365144.01August 4, 2025
4.10Form of Convertible Debenture.8-K001-365144.01March 5, 2026
10.01*Form of Indemnity Agreement by and between the Registrant and each of its directors and executive officers.S-1333-19608310.01May 19, 2014
10.02*Form of Change in Control Severance Agreement.S-1333-19608310.09May 19, 2014
10.03*2010 Equity Incentive Plan, as amended, and form of stock option agreement and restricted stock unit agreement.S-1333-19608310.02May 19, 2014
10.04*2014 Equity Incentive Plan, as amended, and forms thereunder.10-Q001-3651410.03July 29, 2016
10.05*2014 Employee Stock Purchase Plan and forms thereunder.S-1/A333-19608310.04June 11, 2014
10.06*Executive Severance Policy.10-K001-3651410.06February 15, 2019
10.07*Employment Letter to Nicholas Woodman from the Registrant, dated June 2, 2014.S-1/A333-19608310.16June 11, 2014
10.08*Waiver Agreement dated January 1, 2018, by and between Nicholas Woodman and the Registrant.10-K001-3651410.17February 16, 2018
10.09*Offer Letter to Brian McGee from the Registrant, dated September 3, 2015.10-K001-3651410.12February 16, 2017
10.10*Offer Letter to Dean Jahnke from the Registrant, dated March 5, 2014.10-K001-3651410.12February 10, 2023
10.11Office Lease Agreement, dated as of November 1, 2011, by and between Locon San Mateo, LLC and the Registrant, as amended, and other leases for the Registrant’s headquarters.S-1333-19608310.12May 19, 2014
10.12Eighth amendment to Office Lease Agreement, by and between RAR2 - Clearview Business Park Owner QRS, LLC and the Registrant, dated February 24, 2016.10-K001-3651410.15February 16, 2017
10.13Ninth amendment to Office Lease Agreement, by and between RAR2 - Clearview Business Park Owner QRS, LLC and the Registrant, dated August 3, 2016.10-K001-3651410.16February 16, 2017
10.14First Amendment, dated August 12, 2016, to Office Lease Agreement dated November 1, 2011, between the Company and RAR2-Clearview Business Park Owner, LLC.10-Q001-3651410.02August 4, 2017
10.15Tenth amendment to Office Lease Agreement by and between HG Clearview Owner LLC and the Registrant, dated April 30, 201910-Q001-3651410.01May 10, 2019
10.16Credit Agreement by and among Registrant, the Lenders party thereto and Wells Fargo Bank, National Association, N.A. dated January 22, 2021.10-K001-3651410.22February 12, 2021
10.17Indenture, dated as of November 24, 2020, between the Company and Wells Fargo Bank, National Association (including the form of 1.25% convertible senior notes due 2025)8-K001-365144.1November 24, 2020
10.18Sub-Lease Agreement, dated as of October 14, 2021, by and between Skydio and the Registrant, for the Registrant’s headquarters’ buildings E and F.10-K001-3651410.25February 11, 2022
10.19Office lease agreement between Carlsbad1-Commerce, LLC and the Registrant dated April 17, 2023.10-Q001-3651410.03August 3, 2023
10.20*GoPro, Inc. 2024 Equity Incentive Plan and related form agreements.8-K001-3651410.01June 9, 2023
10.21*GoPro, Inc. 2024 Employee Stock Purchase Plan and related form agreements.8-K001-3651410.02June 9, 2023
10.22Amendment No. 1 dated March 10, 2023, to Credit Agreement by and among Wells Fargo Bank, N.A., Registrant, and the Lenders party thereto dated January 22, 2021.10-Q001-3651410.01August 3, 2023
10.23Credit Agreement dated August 4, 2025, by and among GoPro and Farallon Capital Management, L.L.C., on behalf of the lenders thereunder.8-K001-3651410.01August 4, 2025
10.24Amendment No. 2 to Credit Agreement dated August 4, 2025, by and among GoPro and Wells Fargo Bank, National Association, on behalf of the lenders thereunder.8-K001-3651410.02August 4, 2025
10.25Warrant Agreement dated August 4, 2025, by and among GoPro and Mateo Financing, LLC.8-K001-3651410.03August 4, 2025
10.26Amendment No. 1 to Credit Agreement dated November 5, 2025, by and among GoPro and Farallon Capital Management, L.L.C., on behalf of the lenders thereunder.8-K001-3651410.02November 5, 2025
10.27Subscription Agreement dated November 5, 2025, by and between The Woodman Family Trust under Trust Agreement dated March 11, 2011 and GoPro, Inc.8-K001-3651410.03November 5, 2025
10.282025 Warrant Amendment dated November 5, 2025, by and among GoPro and Mateo Financing, LLC.8-K001-3651410.05November 5, 2025
10.29Securities Purchase Agreement, by and between GoPro, Inc. and YA II PN, Ltd, dated February 27, 2026.8-K001-3651410.01March 5, 2026
10.30Form of Registration Rights Agreement.8-K001-3651410.02March 5, 2026
10.31Amendment No. 2 to Credit Agreement dated February 27, 2026, by and among GoPro, Inc. and Farallon Capital, L.L.C., on behalf of the lenders thereunder.8-K001-3651410.03March 5, 2026
10.32Amendment No. 3 to Credit Agreement dated February 27, 2026, by and among GoPro, Inc. and Wells Fargo Bank, National Association, on behalf of the lenders thereunder.8-K001-3651410.04March 5, 2026
19.1Insider Trading Policy.X
21.01List of Subsidiaries.X
23.01Consent of Independent Registered Public Accounting Firm.X
31.01Certification of Principal Executive Officer Required Under Rule 13(a)-14(a) and 15(d)-14(a) of the Securities Exchange Act of 1934, as amended.X
31.02Certification of Principal Financial Officer Required Under Rule 13(a)-14(a) and 15(d)-14(a) of the Securities Exchange Act of 1934, as amended.X
32.01‡ · Certification of the Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350. · X
97Compensation Recovery Policy.10-K001-3651497February 9, 2024
101.INSInline XBRL Instance DocumentX
101.SCHInline XBRL Taxonomy Extension SchemaX
101.CALInline XBRL Taxonomy Extension Calculation LinkbaseX
101.LABInline XBRL Taxonomy Extension Label LinkbaseX
101.PREInline XBRL Taxonomy Extension Presentation LinkbaseX
101.DEFInline XBRL Taxonomy Extension Definition LinkbaseX
104Inline XBRL For the cover page of this Annual Report on Form 10-K, included in the Exhibit 101 Inline XBRL Document SetX
  • Indicates a management contract or compensatory plan.

‡ As contemplated by SEC Release No. 33-8212, these exhibits are furnished with this Annual Report on Form 10-K and are not deemed filed with the SEC and are not incorporated by reference in any filing of GoPro, Inc. under the Securities Act of 1933 or the Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in such filings.

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