UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2024
Commission File Number: 001-40692
Riskified Ltd.
(Translation of the registrant's name into English)
Riskified Ltd.
Europe House
Sderot Sha’ul HaMelech 37
Tel Aviv-Yafo, Israel
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
EXPLANATORY NOTE
Riskified Ltd. (“Riskified” or the “Company”) today announced that it has undertaken certain actions to reduce operating expenses by initiating a reduction in force that is expected to impact approximately 6% of the Company’s workforce (the “Plan”).
The Company intends to provide additional information, including details of the anticipated charges and cost savings resulting from the Plan, offset by potential re-investment, along with its initial guidance for fiscal year 2024 on its upcoming earnings call, currently scheduled for March 5, 2024.
Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Forward Looking Statements
This Report on Form 6-K contains forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward looking statements contained in Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this Report on Form 6-K other than statements of historical fact, including, without limitation, statements regarding the our reduction in force and the expected impact and anticipated benefits thereof, are forward looking statements, which reflect our current views with respect to future events and are not a guarantee of future performance. The words “believe,” “may,” “will,” “estimate,” “potential,” “continue,” “anticipate,” “intend,” “expect,” “could,” “would,” “project,” “forecasts,” “aims,” “plan,” “target,” and similar expressions are intended to identify forward-looking statements, though not all forward-looking statements use these words or expressions. The forward-looking statements contained in this Report on Form 6-K are subject to various risks and uncertainties, including those discussed under the heading “Risk Factors” in our annual report on Form 20-F filed with the Securities and Exchange Commission (“SEC”) on February 24, 2023, and in any subsequent filings with the SEC. Except as otherwise required by law, the Company undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof.
The information in this Form 6-K (the “Form 6-K”) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
EXHIBIT INDEX
The following exhibit is furnished as part of this Report on Form 6-K:
| Exhibit No. | Description | |||||||
| 99.1 | ||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Riskified Ltd. | |||||||||||
| (Registrant) | |||||||||||
| By: | /s/ Eido Gal | ||||||||||
| Date: February 13, 2024 | Name: | Eido Gal | |||||||||
| Title: | Chief Executive Officer | ||||||||||
Exhibit 99.1
A note from Eido Gal, CEO, Riskified
Hi everyone,
I’m reaching out to share a difficult update – we will be reducing the size of our global team, with an expected impact of approximately 6% to our current workforce.
Individuals whose roles are impacted or whose roles are being considered for reduction have just been notified. I ask for your sensitivity and thoughtfulness as we focus on assisting those who will be leaving Riskified. We will communicate directly with those impacted about how we plan to help in terms of severance packages and other support.
You will hear more from me and other leaders soon, but I also want to share some broader context upfront for a better understanding of this decision.
Since going public over two years ago, we have faced a challenging macro environment – resulting in lower growth rates than our historical norm which is not where we aspire to be longer-term. We’ve worked diligently over this period to better align our expenses to our revenues and to strengthen and optimize our business, while driving innovation across every function. And while I am proud of our ability to continuously grow our revenues while simultaneously lowering expenses, we still need to progress faster toward our long-term EBITDA targets. As a result, the next logical step involves reducing the size of our workforce to further rightsize our expense base.
While this reduction is broad based, not all teams will be impacted in the same way. For example, our HR and recruiting functions will see a larger impact as will our operational teams. We are also eliminating some management layers, and combining smaller teams to be more streamlined and drive efficiencies.
The decision to part ways with talented people was not taken lightly. I have no doubt that those leaving Riskified will continue to excel in their careers and do great and interesting things. I’m grateful for their many and important contributions over the years. I understand that this process may be difficult and disruptive – I apologize for that. Despite this, I'm confident we will emerge a stronger company that is better positioned for the opportunities ahead of us in 2024 and beyond. I am thankful for all of your contributions in striving to make Riskified the best possible company it can be.
As far as next steps, department leaders will be setting up meetings to discuss further. In addition, we will have a company meeting to address this topic and answer questions.
Eido