Katapult Holdings Inc

DEF 14A 1 kplt2024proxystatement.htm DEF 14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934

(Amendment No.__)

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

Katapult Holdings, Inc.

(Name of Registrant as Specified In Its Charter)

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

Payment of Filing Fee (Check the appropriate box):

Notice of 2024 Annual Meeting of Stockholders

Wednesday, June 5, 2024

10:00 a.m. Eastern Time

By virtual webcast at www.virtualshareholdermeeting.com/KPLT2024

TO OUR STOCKHOLDERS:

You are cordially invited to attend the 2024 Annual Meeting of Stockholders (the "Annual Meeting") of Katapult Holdings, Inc. (“Katapult,” the “Company,” “us” or “we”), which, will be held in a virtual format and solely online to provide a consistent experience to all stockholders regardless of location. There will be no physical location for the Annual Meeting, and you will not be able to attend the Annual Meeting in person. The Annual Meeting will be held on Wedne sday, June 5, 2024 at 10:00 a.m. Eastern Time, for the following purposes:

1. To elect our two Class III director nominees identified in the accompanying proxy statement to the Board of Directors (the "Board") to serve until the Company's 2027 Annual Meeting of Stockholders.

2. To ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024; and

3. To transact such other business as may properly come before the Annual Meeting of Stockholders, or any adjournments or postponements thereof.

The Board has fixed the close of business on April 10, 2024 as the record date for determining those stockholders entitled to receive notice of, to attend and to vote at the Annual Meeting.

The Company furnishes its proxy materials via the internet, providing our stockholders with the information they need in a more timely manner, while reducing the environmental impact and lowering the printing and distribution costs. If you received a Notice of Internet Availability of Proxy Materials (the “Notice of Internet Availability”) by mail and would like to receive a printed copy of our proxy materials, you should follow the instructions for requesting such materials included in the Notice of Internet Availability.

It is important that your shares be represented at the Annual Meeting. Please note that the Annual Meeting will be held via the internet only. The Company’s accompanying proxy materials include instructions on how to participate in the meeting and the means by which you may vote your shares and submit questions. EVEN IF YOU PLAN TO ATTEND THE VIRTUAL ANNUAL MEETING, PLEASE SUBMIT YOUR PROXY BY INTERNET, PHONE OR MAIL AS SOON AS POSSIBLE. If you later choose to revoke your proxy or change your vote, you may do so by following the procedures described in the attached proxy statement. Unless you have previously requested printed materials or you request a paper copy of our proxy materials in the manner specified in the Notice of Internet Availability, you will not receive a paper proxy card.

Please read the proxy materials carefully. Your vote is important and the Company appreciates your consideration and action on the matters presented.

The Notice of Annual Meeting, Proxy Statement and our

Annual Report to Stockholders on Form 10-K are available electronically at

https://ir.katapultholdings.com/financial-information/annual-reports-and-proxy

A MESSAGE FROM OUR CHIEF EXECUTIVE OFFICER

DEAR FELLOW STOCKHOLDERS:

2023 was a big year for Katapult. We increased gross originations by double digits, grew revenue for three consecutive quarters and continued to execute against our disciplined expense strategy. We achieved these goals against a tough macroeconomic backdrop and during a period in which most of our competitors saw their businesses contract.

Our success was driven by the progress we made across our operating priorities, which are focused on enhancing and building merchant relationships and expanding our consumer reach. We believe that continued progress on these fronts will allow us to scale our business further and unlock the synergies and power of our financial and business models, creating value for all stakeholders.

We achieved several notable milestones this past year, including these highlights:

•Grew the number of merchant-partners that have direct integrations with our platform;

•Increased market share with our largest merchant-partner, Wayfair;

•Scaled Katapult Pay®, which represented nearly 20% of our gross origination dollars during 2023 and launched the Katapult marketplace experience;

•Built on our track record for delivering a best-in-class customer experience, illustrated by our application volume, lease originations and new customer growth, which all grew double digits, as well as our high customer repeat rate, which was nearly 60% in the fourth quarter of 2023; and

•Leveraged the strength of our technology platform to enhance the overall Katapult product – from underwriting, to our direct lease-to-own platform, to Katapult Pay and beyond, we are creating advantages that we believe will continue to set us apart from our competitors.

The success we achieved in 2023 would not have been possible without our dedicated Katapult team. I am so grateful for their efforts and believe that our talented and hard-working team is our greatest resource. They embody our mission focused on serving the non-prime consumer community and help us deliver the value our merchant-partners and customers deserve. Thank you so much, team!

Heading into 2024, we believe that we can continue to grow this year and will remain focused on delivering value to our customers and making it even easier for them to lease the durable goods they need through a Katapult product. Likewise, for our merchant-partners, this year we will continue to look for new opportunities to leverage our unique platform to solve their existing and emerging problems and create even more powerful, mutually beneficial relationships.

We have built a lot of momentum, and while 2023 was a busy year, we don’t expect to slow down in 2024. We believe we are well positioned to continue to grow our top line while maintaining a streamlined expense structure, which should position us for cash flow generation and profitability in the future. We hope you share our excitement for the future, and we appreciate your continued support.

Sincerely,

PROXY SUMMARY

Katapult Holdings, Inc.

5360 Legacy Drive, Building 2, Plano, Texas 75024-3105

2024 Annual Meeting of Stockholders

Meeting Agenda and Voting Recommendations

Class III Director Nominees Standing for Election at the 2024 Annual Meeting

Corporate Governance Highlights

KATAPULT HOLDINGS, INC.

Proxy Statement - Table of Contents