CuriosityStream Inc
For the period ended Dec 31, 2023. Filed Mar 25, 2024.
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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.
FY2023 · Filed Mar 25, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits, Financial Statement Schedules
The following documents are filed as part of this Form 10-K:
Consolidated Financial Statements. Reference is made to the Index to Consolidated Financial Statements beginning on Page F-1 hereof.
Financial Statement Schedules. No financial statement schedules are required to be filed as part of this Annual Report.
Exhibits. The following exhibits are filed, furnished or incorporated by reference as part of this Annual Report on Form 10-K.
| Exhibit No. · Description · Incorporated By Reference · Filed/FurnishedHerewith | |||||
|---|---|---|---|---|---|
| Form · File No. · Exhibit · Filing Date | |||||
| 2.1 | Agreement and Plan of Merger, dated as of August 10, 2020, by and among the Company, CS Merger Sub Inc., CuriosityStream Operating Inc. and Hendricks Factual Media LLC | 8-K | 001-39139 | 2.1 | August 11,2020 |
| 3.1 | Second Amended and Restated Certificate of Incorporation | 8-K | 001-39139 | 3.1 | October 14,2020 |
| 3.2 | Amended and Restated Bylaws | 8-K | 001-39139 | 3.2 | October 14,2020 |
| 4.1 | Specimen Common Stock Certificate | S-1/A | 001-39139 | 4.2 | November 8,2019 |
| 4.2 | Specimen Warrant Certificate. | S-1/A | 001-39139 | 4.3 | November 8,2019 |
| 4.3 | Warrant Agreement, dated November 19, 2019, by and between Continental Stock Transfer & Trust Company, LLC and the Company | 8-K | 001-39139 | 4.1 | November 25,2019 |
| 4.4 | Amendment No. 1 to Warrant Agreement, dated March 30, 2021, by and between Continental Stock Transfer & Trust Company, LLC and the Company | 10-K | 001-39139 | 4.4 | March 31,2021 |
| 4.5 | Description of the Company’s Securities | 10-K | 001-39139 | 4.5 | March 31,2021 |
| 10.1 | Letter Agreement, dated November 19, 2019, by and among the Company, the Company’s officers and directors, and Software Acquisition Holdings LLC | 8-K | 001-39139 | 10.1 | November 25,2019 |
| Exhibit No. · Description · Incorporated By Reference · Filed/FurnishedHerewith | |||||
|---|---|---|---|---|---|
| Form · File No. · Exhibit · Filing Date | |||||
| 10.2 | Registration Rights Agreement, dated November 19, 2019, by and among the Company and the security holders party thereto | 8-K | 001-39139 | 10.3 | November 25,2019 |
| 10.3 | Securities Subscription Agreement, dated June 25, 2019, by and between the Company and Software Acquisition Holdings LLC | S-1/A | 333-234327 | 10.5 | November 8,2019 |
| 10.4 | Private Placement Warrants Purchase Agreement, dated November 19, 2019, by and between the Company and Software Acquisition Holdings LLC | 8-K | 001-39139 | 10.5 | November 25,2019 |
| 10.5 | Form of Subscription Agreement | 8-K | 001-39139 | 10.1 | August 11,2020 |
| 10.6* | Employment Agreement, dated August 7, 2020, by and between CuriosityStream Operating Inc. and Clint Stinchcomb | 8-K | 001-39139 | 10.10 | October 14,2020 |
| 10.7 | Registration Rights Agreement, dated November 20, 2018, by and between CuriosityStream Operating Inc. and Stifel, Nicolaus & Company Inc. | 8-K | 001-39139 | 10.11 | October 14,2020 |
| 10.8 | Investor Rights Agreement, dated October 14, 2020, by and among the Company, CuriosityStream Operating Inc., Hendricks Factual Media LLC, Software Acquisition Holdings LLC and the officers and directors of CuriosityStream Operating Inc. party thereto | 8-K | 001-39139 | 10.12 | October 14,2020 |
| 10.9 | Warrant Forfeiture Letter, dated October 14, 2020, by and between the Company and Software Acquisition Holdings LLC | 8-K | 001-39139 | 10.13 | October 14,2020 |
| 10.10* | CuriosityStream Inc. 2020 Omnibus Incentive Plan | 8-K | 001-39139 | 10.14 | October 14,2020 |
| 10.11* | Form of Rollover Non-Qualified Stock Option Agreement | 8-K | 001-39139 | 10.15 | October 14,2020 |
| 10.12* | Form of Indemnification Agreement | 8-K | 001-39139 | 10.16 | October 14,2020 |
| Exhibit No. · Description · Incorporated By Reference · Filed/FurnishedHerewith | ||||||
|---|---|---|---|---|---|---|
| Form · File No. · Exhibit · Filing Date | ||||||
| 10.13 | Restricted Stock Agreement, dated October 14, 2020, by and between the Company and Software Acquisition Holdings LLC | 8-K | 001-39139 | 10.17 | October 14,2020 | |
| 10.14* | Form of Restricted Stock Unit Award Agreement | 8-K | 001-39139 | 10.1 | March 19,2021 | |
| 10.15* | Form of Non-Qualified Stock Option Agreement | 8-K | 001-39139 | 10.2 | March 19,2021 | |
| 10.16* | Form of Incentive Stock Option Agreement | 8-K | 001-39139 | 10.3 | March 19,2021 | |
| 10.17* | CuriosityStream Inc. Severance Pay Plan for Executive Officers, dated October 6, 2021 | 8-K | 001-39139 | 10.1 | October 8,2021 | |
| 10.18* | Offer Letter between CuriosityStream Inc. and Peter Westley, dated May 21, 2022 | 8-K | 001-39139 | 10.1 | May 24,2022 | |
| 10.19* | CuriosityStream Inc. Severance Pay Plan and Summary Plan Description, dated November 8, 2022 | 8-K | 001-39139 | 10.1 | November 9,2022 | |
| 10.20* | Services Agreement between Curiosity Inc. and Devin Emery, effective November 16, 2022 | 8-K | 001-39139 | 10.1 | November 16,2022 | |
| 14.1 | Code of Ethics and Business Conduct | 8-K | 001-39139 | 14.1 | October 14,2020 | |
| 21.1 | Subsidiaries of the Company | 8-K | 001-39139 | 21.1 | October 14,2020 | |
| 23.1 | Consent of Ernst & Young LLP | X | ||||
| 24.1 | Powers of Attorney | 10-K | 001-39139 | 24.1 | March 31,2021 | |
| 31.1 | Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 31.2 | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 32.1** | Certification of the Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | ||||
| Exhibit No. | Description | Incorporated By Reference | Filed/FurnishedHerewith | ||
| Form | File No. | Exhibit | Filing Date | ||
| 97.1 | Policy Relating to Recovery of Erroneously Awarded Compensation | X | |||
| 101.INS*** | Inline XBRL Instance Document.** | X | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document.** | X | |||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document.** | X | |||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document.** | X | |||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document.** | X | |||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document.** | X | |||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).** | X | |||
*This document is a management contract or compensatory plan or arrangement.
**This document is being furnished with this Form 10-K. This certification is deemed not filed for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act, or the Exchange Act.
***The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.