AppLovin Corp

We are currently involved in, and may in the future be involved in, legal proceedings and claims that arise in the ordinary course of business, as well as governmental and other regulatory investigations and proceedings. In addition, third parties have in the past, and may in the future, assert claims against us in the form of letters and other communications.

Securities Litigation

Beginning in early March 2025, certain alleged stockholders filed putative class action complaints against the company, Adam Foroughi, Matthew Stumpf, and/or Herald Chen asserting claims for alleged violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 10b-5 promulgated thereunder, and seeking unspecified monetary relief, interest, and attorneys’ fees. On March 5, 2025, Michael Quiero filed the first complaint against the company, Adam Foroughi, and Matt Stumpf in the U.S. District Court for the Northern District of California (the “Northern District of California”); on March 24, 2025, Ben Brownback filed the second complaint in the same court against the company, Adam Foroughi, Matthew Stumpf, and Herald Chen in the Northern District of California; and on April 17, 2025, the Wayne County Employees’ Retirement System filed the third complaint in the same court against the company, Adam Foroughi, Matthew Stumpf, and Herald Chen in the Northern District of California (collectively, the “Securities Complaints”). The Securities Complaints allege that the defendants made materially false and misleading statements regarding our Advertising solutions and financial growth. The Securities Complaints allege a putative class period running from May 10, 2023 through March 26, 2025. We believe that the allegations in the Securities Complaints lack merit and will vigorously contest these actions.

Shareholder Derivative Litigation

On March 25, 2025, Amit Patel, an alleged shareholder, filed a shareholder derivative complaint in the Northern District of California against the individual then current members of the company’s board of directors, Adam Foroughi, and Matthew Stumpf (collectively, the “D&O Parties”) alleging claims for violations of Section 14(a) of the Exchange Act, breaches of their fiduciary duties, unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets (collectively, the “Shareholder Derivative Complaint”). The Shareholder Derivative Complaint also asserts claims for contribution under the Exchange Act against Adam Foroughi and Matthew Stumpf and seeks unspecified monetary relief, certain injunctive relief, restitution, and attorneys’ fees from the D&O Parties. Relying on the Securities Complaints, the Shareholder Derivative Complaint alleges that the D&O Parties made materially false and misleading statements regarding our Advertising solutions and financial growth. We believe that the allegations in the Shareholder Derivative Complaint lack merit and will vigorously contest these actions.

While we remain confident in the company’s defenses to the asserted allegations in these cases, it is not possible to determine the ultimate outcome at this time, and thus we cannot reasonably estimate the maximum potential exposure or range of possible loss.

Future litigation may be necessary to defend ourselves and our business partners and to determine the scope, enforceability, and validity of third-party proprietary rights, or to establish our proprietary rights. The results of any current or future litigation cannot be predicted with certainty, and regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources, and other factors.