MITEK SYSTEMS INC
For the period ended Sep 30, 2025. Filed Dec 11, 2025.
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FY2025 · Filed Dec 11, 2025
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Item 15. Exhibits and Financial Statement Schedules
(a)(1) Financial Statements
The Financial Statements of Mitek Systems, Inc. and Reports of Independent Registered Public Accounting Firm are included in a separate section of this Form 10-K beginning on page F-1.
(a)(2) Financial Statement Schedules
These schedules have been omitted because the required information is included in the financial statements or notes thereto or because they are not applicable or not required.
(a)(3) Exhibits
| Exhibit No. | Description | Incorporated byReference fromDocument |
|---|---|---|
| 3.1 | Restated Certificate of Incorporation of Mitek Systems, Inc., as amended. | (1) |
| 3.2 | Certificate of Amendment of Restated Certificate of Incorporation of Mitek Systems, Inc. | (2) |
| 3.3 | Third Amended and Restated Bylaws of Mitek Systems, Inc. | (3) |
| 3.4 | Certificate of Designation of Series B Junior Participating Preferred Stock. | (4) |
| 4.1 | Description of Equity Securities Registered under Section 12 of the Exchange Act. | * |
| 4.2 | Indenture, dated as of February 5, 2021, between Mitek Systems, Inc. and UMB Bank, National Association. | (5) |
| 10.1 | Amended and Restated Mitek Systems, Inc. 2012 Incentive Plan and the forms of agreement related thereto. | (6) |
| 10.2 | Mitek Systems, Inc. Amended and Restated 2020 Incentive Plan. | * |
| 10.3 | Forms of equity award agreements under the Amended and Restated 2020 Incentive Plan | * |
| 10.4 | Mitek Systems, Inc. Director Restricted Stock Unit Plan, as amended, and the forms of agreement related thereto. | (6) |
| 10.5 | Mitek Systems, Inc. 401(k) Savings Plan. | (7) |
| 10.6 | Executive Employment Agreement, dated October 1, 2024, by and between Mitek Systems, Inc. and Edward H. West. | (8) |
| 10.7 | Inducement Performance Restricted Stock Unit Award Agreement, dated as of October 1, 2024, by and between Edward H. West and Mitek Systems, Inc. | (8) |
| 10.8 | Inducement Performance Restricted Stock Unit Award Agreement, dated as of October 1, 2024, by and between Edward H. West and Mitek Systems, Inc. | (8) |
| 10.9 | Inducement Restricted Stock Unit Award Agreement, dated as of October 1, 2024, by and between Edward H. West and Mitek Systems, Inc. | (8) |
| 10.10# | Mitek Systems, Inc. 2025 Annual Incentive Plan | (9) |
| 10.11# | Offer Letter, dated June 6, 2012, by and between Mitek Systems, Inc. and Michael Diamond. | (7) |
| 10.12# | Executive Severance and Change of Control Plan, dated August 10, 2017, by and between Mitek Systems, Inc. and Michael Diamond. | (10) |
| 10.13# | Executive Employment Agreement, dated April 25, 2025, by and between Mitek Systems, Inc. and Garrett Gafke. | (11) |
| 10.14# | Inducement Performance Restricted Stock Unit Award Agreement, dated as of April 25, 2025, by and between Garrett Gafke and Mitek Systems, Inc. | (11) |
| 10.15# | Inducement Restricted Stock Unit Award Agreement, dated as of April 25, 2025, by and between Garrett Gafke and Mitek Systems, Inc. | (11) |
| 10.16# | Form of Executive Severance and Change of Control Plan. | (10) |
| 10.17# | Form of Indemnification Agreement. | (1) |
| 10.18# | Mitek Systems, Inc. Employee Stock Purchase Plan | (12) |
| 10.19 | Offer Letter, dated December 1, 2023, by and between Mitek Systems, Inc. and David Lyle. | (3) |
| 10.20 | Loan and Security Agreement, dated February 13, 2024, by and among Silicon Valley Bank, Mitek Systems, Inc. A2IA Corp and ID R&D, Inc. | (13) |
| 10.21 | First Amendment to Loan and Security Agreement, dated as of May 7, 2025, by and among Mitek Systems, Inc., A2iA Corp., ID R&D, Inc., and Silicon Valley Bank, a division of First Citizens Bank & Trust Company. | (14) |
| 19.1 | Mitek Systems, Inc. Insider Trading Policy | (15) |
| 21.1 | List of Subsidiaries | * |
| 23.1 | Consent of BDO USA, P.C. | * |
| 24.1 | Power of Attorney (included on the signature page). | * |
| 31.1 | Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934. | * |
| 31.2 | Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934. | * |
| 32.1 | Certification Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | * |
| 97* | Mitek Systems, Inc. Clawback Policy | (3) |
| 101.INS | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | * |
| 101.SCH | XBRL Taxonomy Extension Schema Document. | * |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document. | * |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document. | * |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document. | * |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document. | * |
| 104 | The Cover Page Interactive Data File, formatted in Inline XBRL (included in Exhibit 101) | * |
| * | Filed herewith. |
| ** | Non-material schedules and exhibits to this agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits upon request by the SEC. |
| + | Non-material schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits upon request by the SEC. |
| # | Management contract, compensatory plan arrangement. |
| (1) | Incorporated by reference to the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2014 filed with the SEC on December 5, 2014. |
| (2) | Incorporated by reference to the Company’s Current Report on Form 8-K filed with the SEC on March 8, 2022. |
| (3) | Incorporated by reference to the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2023 filed with the SEC on March 19, 2024. |
| (4) | Incorporated by reference to the Company’s Current Report on Form 8-K filed with the SEC on October 23, 2018. |
| (5) | Incorporated by reference to the Company’s Current Report on Form 8-K filed with the SEC on February 5, 2021. |
| (6) | Incorporated by reference to the exhibits to the Company’s Registration Statement on Form S-8 filed with the SEC on August 16, 2017. |
| (7) | Incorporated by reference to the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2013 filed with the SEC on December 12, 2013. |
| (8) | Incorporated by reference to the Company’s Current Report on Form 8-K filed with the SEC on October 1, 2024. |
| (9) | Incorporated by reference to the Company’s Current Report on Form 8-K filed with the SEC on January 28, 2025. |
| (10) | Incorporated by reference to the Company’s Current Report on Form 8-K filed with the SEC on August 11, 2017. |
| (11) | Incorporated by reference to the Company’s Current Report on Form 8-K filed with the SEC on April 28, 2025. |
| (12) | Incorporated by reference to the Company’s Registration Statement on Form S-8 filed with the SEC on March 22, 2018. |
| (13) | Incorporated by reference to the Company’s Current Report on Form 8-K filed with the SEC on February 14, 2024. |
| (14) | Incorporated by reference to the Company’s Current Report on Form 8-K filed with the SEC on May 8, 2025. |
| (15) | Incorporated by reference to the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2024 filed with the SEC on December 16, 2024. |
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