On September 8, 2026, GoPro issued a convertible debenture with an aggregate principal amount of $20,000,000 to YA II PN, Ltd. This transaction constitutes the Third Closing under a February 27, 2026 securities purchase agreement that authorized up to $50,000,000 in convertible debentures. The debenture matures on August 26, 2027, carries an original issue discount of 3.00%, and bears interest at 5.00% annually unless specific adjustment events or defaults occur, raising the rate to 18.00%. Conversion is permitted into Class A common stock at a price equal to the lower of $1.35 or 98% of the five-day volume-weighted average price prior to conversion, subject to a floor of $0.1736 and a beneficial ownership cap of 4.99%. GoPro operates in the consumer electronics industry, designing and manufacturing wearable action cameras and related accessories.
