What the changes say
- The company reported thin operating income alongside an accumulated deficit of $104.3 million as of December 31, 2025.
What changed since the prior 10-K
New
- NewRisks Related to our Business and Industry
A significant portion of our revenue and accounts is concentrated among a small number of customers. During the year
Two customers each accounted for over 10 percent of gross revenue and accounts receivable for the year ended December 31, 2025.
- NewRisks Related to our Business and Industry
that our competitors will not independently develop similar technology, duplicate our products and services, or design around any intellectual property rights we hold
Uncertainty regarding the validity and enforceability of proprietary rights in Internet-related industries could harm our competitive position.
- NewRisks Related to our Business and Industry
As part of our strategy, we expect to periodically release enhanced versions of our platforms and related services. Even
Delays in releasing enhanced versions of platforms due to complexity and testing issues could adversely impact financial results.
- NewRisks Related to our Business and Industry
Our business depends on third-party tracking mechanisms in order to measure the performance of sponsored content and influencer campaigns. To the extent that the industry shifts away from third-party tracking mechanisms, our business could be adversely affected
Industry shifts away from third-party cookies and mobile identifiers like Apple ATT reduce our campaign targeting and measurement capabilities.
- NewRisks Related to our Business and Industry
Our use of AI in our solutions may expose us to heightened cybersecurity risks, regulatory uncertainty and potential liability that could adversely affect our business
Incorporating AI introduces cybersecurity threats and sophisticated phishing risks that could lead to unauthorized system access or data breaches.
- NewRisks Relating to our Common Stock
Our revenues and earnings may fluctuate significantly in the future. General economic or other political conditions
General economic conditions and customer spending reductions may cause substantial quarterly and annual earnings fluctuations.
- NewGeneral Risks
Geopolitical instability, including ongoing conflicts in Ukraine and the Middle East and broader global tensions, may adversely affect global economic conditions and capital markets, which could have a material negative impact on our business, results of operations, financial condition, and cash flows in the future
Geopolitical instability including conflicts in Ukraine and the Middle East may reduce customer marketing spend and increase cyber threats.
Dropped
- DroppedRisks Related to our Business and Industry
A few of our customers account for a significant portion of our gross billings and accounts receivable, and the loss of, or reduced purchases from, these or other customers could have a material adverse effect on our operating results
- DroppedRisks Related to our Business and Industry
Our Flex and Marketplace platforms may not achieve sufficient market acceptance to be commercially viable for open marketplace or SaaS services
Customer concentration based on gross billings and accounts receivable as of December 31, 2024.
- DroppedRisks Related to our Business and Industry
Delays in releasing enhanced versions of our products and services could adversely affect our competitive position
- DroppedRisks Related to our Business and Industry
The transition in certain of our leadership positions will be critical to our success, and our business could be negatively impacted if we do not successfully manage these transitions
- DroppedRisks Relating to our Common Stock
Our earnings are subject to substantial quarterly and annual fluctuations and to market downturns
- DroppedGeneral Risks
Geopolitical instability, including the wars in Ukraine and the Middle East, could have a significant adverse effect on our business, results of operations, financial condition, and cash flow in the future
Reworded
- 81% rewrittenRisks Related to our Business and Industry
We have a history of annual net losses, expect future losses, and cannot assure you that we will achieve profitability
Updated accumulated deficit figures and reported $42,326 of income from operations for the year ended December 31, 2025.
- 44% rewrittenRisks Related to our Business and Industry
We rely on third-party social media platforms to provide the mechanism necessary to deliver influencer marketing, and any change in the platform terms, costs, availability, access, algorithmic ranking, or display policies could adversely affect our business
Added risk that major social platforms may design search algorithms to favor their own native content and creator marketplaces.
Was: We rely on third-party social media platforms to provide the mechanism necessary to deliver influencer marketing, and any change in the platform terms, costs, availability, or access to these technologies could adversely affect our business
- 44% rewrittenRisks Related to our Business and Industry
If we are unable to attract and retain qualified personnel, we may not be able to successfully manage our business and achieve our objectives
Emphasized the critical need to retain key management personnel possessing unique knowledge of the influencer marketing space.
- 41% rewrittenRisks Related to our Business and Industry
Failure to comply with federal, state, and international privacy laws and regulations, or the expansion of current or the enactment of new privacy laws or regulations, could adversely affect our business
Retained the privacy laws risk text with no substantive wording changes.
- 28% rewrittenRisks Relating to our Common Stock
Exercises of stock options, warrants, and other securities will dilute your percentage of ownership and could cause our stock price to fall
Updated outstanding common stock count to 17,336,121 shares and unvested restricted stock units to 1,676,939 as of March 12, 2026.
- 23% rewrittenRisks Related to our Business and Industry
Historically, we have not relied upon patents to protect our proprietary technology, and our competitors may be able to offer similar products and services, which would harm our competitive position
Retained the unpatented proprietary technology risk text without changes.
- 22% rewrittenRisks Related to our Business and Industry
Provisions in our charter, Nevada law and our Rights Agreement may discourage potential acquirers of the Company
Retained the charter and Nevada law anti-takeover provisions risk text without changes.
All 37 risk factors
Headings as the filing states them, in filing order.
Risks Related to our Business and Industry
- 01We have a history of annual net losses, expect future losses, and cannot assure you that we will achieve profitability81% rewritten
- 02A significant portion of our revenue and accounts is concentrated among a small number of customers. During the yearNew
- 03We may engage in acquisitions that could be difficult to integrate, divert the attention of key personnel, cause dilution to our shareholders and harm our financial condition and operating results
- 04We are a remote workforce, which subjects us to certain operational challenges, costs, risks, and potential harm to our business
- 05If we fail to maintain an effective system of internal controls, we may not be able to accurately or timely report our financial condition or results of operations or prevent fraud, which may adversely affect investor confidence in us and, as a result, the value of our common stock
- 06Historically, we have not relied upon patents to protect our proprietary technology, and our competitors may be able to offer similar products and services, which would harm our competitive position23% rewritten
- 07that our competitors will not independently develop similar technology, duplicate our products and services, or design around any intellectual property rights we holdNew
- 08If third parties claim that we infringe their intellectual property rights, it may result in costly litigation
- 09Intense competition in our target markets could impair our ability to grow and to achieve profitability
- 10Our total number of user accounts may be higher than the number of our actual individual marketers or creators and may not be representative of the number of persons who are active users
- 11As part of our strategy, we expect to periodically release enhanced versions of our platforms and related services. EvenNew
- 12We rely on third-party social media platforms to provide the mechanism necessary to deliver influencer marketing, and any change in the platform terms, costs, availability, access, algorithmic ranking, or display policies could adversely affect our business44% rewritten
- 13Fluctuations in foreign currency exchange rates could result in unanticipated losses that could adversely affect our results of operations and financial position
- 14New tax treatment of companies engaged in Internet commerce may adversely affect the commercial use of our services and our financial results
- 15We may become subject to government regulation and legal uncertainties that could reduce demand for our products and services or increase the cost of doing business, thereby adversely affecting our financial results
- 16Our influencer marketing business is subject to the risks associated with word-of-mouth advertising and endorsements, such as violations of “truth-in-advertising” laws, the FTC Endorsement Guide, and other similar global regulatory requirements and, more generally, loss of consumer confidence
- 17Failure to comply with federal, state, and international privacy laws and regulations, or the expansion of current or the enactment of new privacy laws or regulations, could adversely affect our business41% rewritten
- 18Our business depends on third-party tracking mechanisms in order to measure the performance of sponsored content and influencer campaigns. To the extent that the industry shifts away from third-party tracking mechanisms, our business could be adversely affectedNew
- 19Our business depends on a strong brand, and if we are not able to maintain and enhance our brand, or if we receive unfavorable media coverage, our ability to expand our base of creators and marketers will be impaired and our business and operating results will be harmed
- 20Our business depends on our ability to maintain and scale the network infrastructure necessary to operate our platforms and applications, and any significant disruption in service on our platforms and applications could result in a loss of creators or marketers
- 21If our technology platforms contain defects, we may need to suspend their availability and our business and reputation would be harmed
- 22Some open-source licenses contain requirements that we make source code modifications or derivative works we create publicly available or available on unfavorable terms or at no cost, based upon the type of open-source software we use
- 23Our use of AI in our solutions may expose us to heightened cybersecurity risks, regulatory uncertainty and potential liability that could adversely affect our businessNew
- 24We may be subject to lawsuits for information published on our websites or by our marketers or creators, which may adversely affect our business
- 25If we fail to detect click-fraud or other invalid clicks, we could lose the confidence of our marketers and advertising partners as a result of lost revenue to marketers or misappropriation of proprietary and confidential information, thereby causing our business to suffer
- 26The influencer and content marketing industry is subject to rapid technological change and, to compete, we must continually enhance our products and services
- 27If we are unable to attract and retain qualified personnel, we may not be able to successfully manage our business and achieve our objectives44% rewritten
- 28Provisions in our charter, Nevada law and our Rights Agreement may discourage potential acquirers of the Company22% rewritten
Risks Relating to our Common Stock
- 29Our common stock may be delisted if we fail to maintain compliance with the requirements for continued listing on the Nasdaq Capital Market, and the price of our common stock and our ability to access the capital markets could be negatively impacted
- 30We have incurred losses since inception and expect to continue to incur losses until we can significantly grow our revenues. Therefore, we may need additional financing to maintain and expand our business
- 31Exercises of stock options, warrants, and other securities will dilute your percentage of ownership and could cause our stock price to fall28% rewritten
- 32If securities or industry analysts do not publish or cease publishing research or reports about us, our business, or our market, or if they adversely change their recommendations regarding our stock, our stock price and trading volume could decline
- 33Our revenues and earnings may fluctuate significantly in the future. General economic or other political conditionsNew
- 34The price of our common stock in the public markets has experienced, and may in the future experience, extreme volatility due to a variety of factors, many of which are beyond our control
General Risks
- 35Adverse macroeconomic or market conditions may harm our business
- 36Geopolitical instability, including ongoing conflicts in Ukraine and the Middle East and broader global tensions, may adversely affect global economic conditions and capital markets, which could have a material negative impact on our business, results of operations, financial condition, and cash flows in the futureNew
- 37Public company compliance may make it more difficult to attract and retain officers and directors
Other IZEA Worldwide 10-Ks
- FY2024 10-K risk factors36 risks
The company faces an accumulated deficit of $104.3 million alongside ongoing operational losses. Customer concentration is high, with specific clients driving significant billings and receivables. Recent executive departures and remote workforce operations present structural challenges.
Filed Mar 27, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.