RNWK / Realnetworks, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

RNWK / RealNetworks Inc / Beryl Capital Management LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* RealNetworks, Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 75605L708 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

RNWK / RealNetworks Inc / GLASER ROBERT - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. 25) RealNetworks, Inc. (RealNetworks LLC as successor by merger to RealNetworks, Inc.) (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 75605L708 (CUSIP Number) December 21, 2022 (Date of Event Which Req

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-37745 RealNetworks, Inc. (RealNetworks LLC as successor by merger to Rea

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES ACT OF 1934 Amendment No. 2 REALNETWORKS, INC. (RealNetworks LLC as successor by merger to RealNetworks, I

SC 13E3/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES ACT OF 1934 Amendment No. 2 REALNETWORKS, INC. (RealNetworks LLC as successor by merger to RealNetworks, Inc.) (Name of the Issuer) RealNetworks, Inc. Greater Heights LLC RealNetworks LLC (formerly, Greater Heights Acquisition LLC) Robert Glaser

As filed with the Securities and Exchange Commission on December 23, 2022

As filed with the Securities and Exchange Commission on December 23, 2022 Registration No.

As filed with the Securities and Exchange Commission on December 23, 2022

As filed with the Securities and Exchange Commission on December 23, 2022 Registration No.

As filed with the Securities and Exchange Commission on December 23, 2022

As filed with the Securities and Exchange Commission on December 23, 2022 Registration No.

As filed with the Securities and Exchange Commission on December 23, 2022

As filed with the Securities and Exchange Commission on December 23, 2022 Registration No.

As filed with the Securities and Exchange Commission on December 23, 2022

As filed with the Securities and Exchange Commission on December 23, 2022 Registration No.

As filed with the Securities and Exchange Commission on December 23, 2022

As filed with the Securities and Exchange Commission on December 23, 2022 Registration No.

As filed with the Securities and Exchange Commission on December 23, 2022

S-8 POS 1 d437585ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on December 23, 2022 Registration No. 333-42579 333-53127 333-63333 333-128444 333-147279 333-172871 333-199898 333-249671 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO 1. TO: FORM S-8 REGISTRATION STATEMENT (NO. 333-42579) FORM S-8 REGISTRATION STATEMENT (

As filed with the Securities and Exchange Commission on December 23, 2022

As filed with the Securities and Exchange Commission on December 23, 2022 Registration No.

As filed with the Securities and Exchange Commission on December 23, 2022

As filed with the Securities and Exchange Commission on December 23, 2022 Registration No.

As filed with the Securities and Exchange Commission on December 23, 2022

As filed with the Securities and Exchange Commission on December 23, 2022 Registration No.

As filed with the Securities and Exchange Commission on December 23, 2022

As filed with the Securities and Exchange Commission on December 23, 2022 Registration No.

RealNetworks LLC Announces Closing of Acquisition of RealNetworks, Inc. by CEO Rob Glaser

Exhibit 99.1 RealNetworks LLC Announces Closing of Acquisition of RealNetworks, Inc. by CEO Rob Glaser SEATTLE, WA – December 21, 2022 /PRNewswire/ - RealNetworks LLC today announced the closing of the previously announced acquisition of RealNetworks, Inc. (the “Company”, “RealNetworks” or “Real”), by the Company’s founder, Rob Glaser and affiliates (the “merger”). The merger was approved by the C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) December 21, 2022 RealNetworks, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) December 21, 2022 RealNetworks, Inc. (RealNetworks LLC as successor by merger to RealNetworks, Inc.) (Exact name of registrant as specified in its charter) Washington 001-37745 35-2775

Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) December 14, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 2, 2022 RealNetworks, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 2, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 2, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) November 15, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

Letter from BDO USA, LLP to the Securities and Exchange Commission, dated November

Exhibit 16.1 November 15, 2022 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on November 9, 2022, to be filed by our former client, RealNetworks, Inc. We agree with the statements made in response to that Item insofar as they relate to our Firm. Very truly yours, /s

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) November 9, 2022 RealNetworks, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) November 9, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fi

Default Waiver and Seventh Amendment to Loan and Security Agreement, effective August 1, 2022, by and among Western Alliance Bank, RealNetworks Digital Music of California, Inc., and RealNetworks, Inc.

Exhibit 10.1 DEFAULT WAIVER AND SEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT This Default Waiver and Seventh Amendment to Loan and Security Agreement (this ?Amendment?) is entered into as of September 26, 2022, effective as of August 1, 2022, by and among WESTERN ALLIANCE BANK, an Arizona corporation (?Bank?), REALNETWORKS DIGITAL MUSIC OF CALIFORNIA, INC., a California corporation (?RN DMC?),

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): November 8, 2022 RealNetworks, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): November 8, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

REALNETWORKS ANNOUNCES THIRD QUARTER 2022 FINANCIAL RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES THIRD QUARTER 2022 FINANCIAL RESULTS SEATTLE — November 8, 2022 - RealNetworks, Inc. (Nasdaq: RNWK), an emerging leader in AI-based software and solutions, today announced its financial results for the third quarter ended September 30, 2022. •Revenue was $11.7 million, net loss of $(6.7) million and Adjusted EBITDA loss of $(5.8) million •SAFR Scan received its

About Non-GAAP Financial Measures

Exhibit 99.2 About Non-GAAP Financial Measures To supplement RealNetworks’ condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES ACT OF 1934 Amendment No. 1 REALNETWORKS, INC. (Name of the Issuer) RealNetworks, Inc. Greater Heights LLC

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES ACT OF 1934 Amendment No. 1 REALNETWORKS, INC. (Name of the Issuer) RealNetworks, Inc. Greater Heights LLC Greater Heights Acquisition LLC Robert Glaser (Names of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)

PRER14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 20, 2022

Wilson Sonsini Goodrich & Rosati Professional Corporation 701 Fifth Avenue Suite 5100 Seattle, Washington 98104-7036 O: 206.

RNWK / RealNetworks Inc / Beryl Capital Management LLC Passive Investment

SC 13G 1 realnetworks.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* RealNetworks, Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 75605L708 (CUSIP Number) September 26, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

CALCULATION OF FILING FEE TABLES Schedule 14A (Form Type) RealNetworks, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction Fee Rate Amount of Filing Fee Fees to b

Exhibit 107 CALCULATION OF FILING FEE TABLES Schedule 14A (Form Type) RealNetworks, Inc.

Project Blue PRELIMINARY DISCUSSION MATERIALS FOR THE SPECIAL COMMITTEE OF THE BOARD OF DIRECTORS JUNE 3, 2022 | CONFIDENTIAL – PRELIMINARY DRAFT – SUBJECT TO FURTHER REVIEW

Exhibit (c)(5) Project Blue PRELIMINARY DISCUSSION MATERIALS FOR THE SPECIAL COMMITTEE OF THE BOARD OF DIRECTORS JUNE 3, 2022 | CONFIDENTIAL ? PRELIMINARY DRAFT ? SUBJECT TO FURTHER REVIEW Table of Contents Page 1.

Project Ryan PRELIMINARY DISCUSSION MATERIALS FOR THE SPECIAL COMMITTEE OF THE BOARD OF DIRECTORS OF REALNET WORKS, INC. MARCH 1,2022 | CONFIDENTIAL – PRELIMINARY DRAFT – SUBJECT TO FURTHER REVIEW

Exhibit (c)(3) Project Ryan PRELIMINARY DISCUSSION MATERIALS FOR THE SPECIAL COMMITTEE OF THE BOARD OF DIRECTORS OF REALNET WORKS, INC.

Project Blue DISCUSSION MATERIALS FOR THE SPECIAL COMMITTEE OF THE BOARD OF DIRECTORS JULY 26,2022 | CONFIDENTIAL PRELIMINARY DRAFT SUBJECT TO FURTHER REVI EW

Exhibit (c)(1) Project Blue DISCUSSION MATERIALS FOR THE SPECIAL COMMITTEE OF THE BOARD OF DIRECTORS JULY 26,2022 | CONFIDENTIAL PRELIMINARY DRAFT SUBJECT TO FURTHER REVI EW Table of Contents Page 1.

Project Ryan PRELIMINARY DISCUSSION MATERIAL SFOR THE SPECIAL COMMITTEE OF THE BOARD OF DIRECTORS OF REALNET WORKS,INC. MARCH 24,2022 | CONFIDENTIAL PRELIMINARY DRAFT SUBJECT TO FURTHER REVIEW

Exhibit (c)(4) Project Ryan PRELIMINARY DISCUSSION MATERIAL SFOR THE SPECIAL COMMITTEE OF THE BOARD OF DIRECTORS OF REALNET WORKS,INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

PREM14A 1 d357510dprem14a.htm PREM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES ACT OF 1934 REALNETWORKS, INC. (Name of the Issuer) RealNetworks, Inc. Greater Heights LLC Greater Heights

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES ACT OF 1934 REALNETWORKS, INC. (Name of the Issuer) RealNetworks, Inc. Greater Heights LLC Greater Heights Acquisition LLC Robert Glaser (Names of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 75605L708 (

CALCULATION OF FILING FEE TABLES Schedule 13E-3 (Form Type) RealNetworks, Inc. Greater Heights LLC Greater Heights Acquisition LLC Robert Glaser (Exact Name of Registrant and Name of Person Filing Statement) Table 1: Transaction Valuation Proposed Ma

Exhibit 107 CALCULATION OF FILING FEE TABLES Schedule 13E-3 (Form Type) RealNetworks, Inc.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) August 30, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc. (Exac

Agreement and Plan of Merger, dated as of July 27, 2022, by and among the Company, Greater Heights LLC, Greater Heights Acquisition LLC, and solely for purposes of Section 8.15 thereof, Mr. Robert Glaser

Execution Version AGREEMENT AND PLAN OF MERGER By and Among GREATER HEIGHTS LLC, GREATER HEIGHTS ACQUISITION LLC, ROBERT GLASER and REALNETWORKS, INC.

About Non-GAAP Financial Measures

Exhibit 99.2 About Non-GAAP Financial Measures To supplement RealNetworks? condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

VOTING AND SUPPORT AGREEMENT

Execution Version VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT (this ?Agreement?) is made and entered into as of July 27, 2022, by and among RealNetworks, Inc.

Material Modification to Rights of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) July 27, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a?6(e)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) July 27, 2022 RealNetworks, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) July 27, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): July 28, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

RealNetworks and Founder, Chairman and CEO Rob Glaser Announce Definitive Merger Agreement

Exhibit 99.2 RealNetworks and Founder, Chairman and CEO Rob Glaser Announce Definitive Merger Agreement SEATTLE, WA - July 28, 2022 /PRNewswire/ - RealNetworks, Inc. (Nasdaq: RNWK) announced today it has signed a definitive agreement with the Company?s founder, Chairman and CEO, Robert D. Glaser, pursuant to which the Company will merge with and into Greater Heights LLC, an affiliate of Mr. Glaser

REALNETWORKS ANNOUNCES SECOND QUARTER 2022 FINANCIAL RESULTS Company Announces Definitive Merger Agreement with CEO Rob Glaser, Subject to Shareholder Approval

Exhibit 99.1 REALNETWORKS ANNOUNCES SECOND QUARTER 2022 FINANCIAL RESULTS Company Announces Definitive Merger Agreement with CEO Rob Glaser, Subject to Shareholder Approval SEATTLE ? July 28, 2022 - RealNetworks, Inc. (Nasdaq: RNWK), an emerging leader in AI-based software and solutions, today announced its financial results for the second quarter ended June 30, 2022. ?Revenue was $11.9 million, n

Amendment and Supplement, dated as of July 27, 2022, to the Second Amended and Restated Shareholder Rights Plan of the Company

Execution Version AMENDMENT TO THE SECOND AMENDED AND RESTATED SHAREHOLDER RIGHTS PLAN OF REALNETWORKS, INC.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) July 11, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

RealNetworks Appoints Brian McClain as Interim CFO, Succeeding Christine Chambers

Exhibit 99.1 RealNetworks Appoints Brian McClain as Interim CFO, Succeeding Christine Chambers RealNetworks, Inc. (Nasdaq: RNWK), today announced an orderly CFO transition plan. Christine Chambers, Real?s current CFO, will be leaving Real on July 31, 2022 to pursue another opportunity. To fill her role, the Company announced the hiring of Brian McClain. Mr. McClain joined the Company as a full-tim

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) June 27, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

RNWK / RealNetworks Inc / SATTERFIELD THOMAS A JR - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Amendment No. 3)* RealNetworks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 75605L708 (CUSIP Number) May 9, 2022 (Date of Event Which Requires Filing o

Press Release, dated as of May 9, 2022

Exhibit 99.1 REALNETWORKS ANNOUNCES RECEIPT OF UNSOLICITED PROPOSAL FROM FOUNDER, CHAIRMAN AND CEO ROB GLASER SEATTLE - May 9, 2022 ? RealNetworks, Inc. (Nasdaq: RNWK), an emerging leader in AI-based software and solutions, today announced that it has received an unsolicited, non-binding proposal from Robert Glaser, RealNetworks? Founder, Chairman and Chief Executive Officer to acquire all of the

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) May 6, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File Nu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc. (Exa

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): May 4, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File N

REALNETWORKS ANNOUNCES FIRST QUARTER 2022 FINANCIAL RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES FIRST QUARTER 2022 FINANCIAL RESULTS SEATTLE ? May 4, 2022 - RealNetworks, Inc. (Nasdaq: RNWK), an emerging leader in AI-based software and solutions, today announced its financial results for the first quarter ended March 31, 2022. ?Revenue was $13.3 million, net loss of $(5.2) million and Adjusted EBITDA loss of $(3.8) million ?Launched SAFR SCAN, the company'

About Non-GAAP Financial Measures

Exhibit 99.2 About Non-GAAP Financial Measures To supplement RealNetworks? condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No.1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No.1) (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2021 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37745

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) February 18, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

Subsidiaries of RealNetworks, Inc.

Exhibit 21.1 SUBSIDIARIES OF REALNETWORKS, INC. Name of Subsidiary Jurisdiction of Incorporation Atrativa Latin America Ltda. Brazil Beijing RealNetworks Technology Co. Ltd. China GameHouse Europe B.V. The Netherlands GameHouse Spain S.L. Spain GameHouse Original Stories B.V. The Netherlands Listen.com, Inc. California Muzicall Ltd. United Kingdom PT RealNetworks Indonesia Indonesia RealNetworks A

Description of Capital Stock

Exhibit 4.3 DESCRIPTION OF CAPITAL STOCK General As of April 1, 2021, our authorized capital stock consisted of 310,000,000 shares. Those shares consisted of (1) 250,000,000 shares designated as common stock, $0.001 par value per share, and (2) 60,000,000 shares designated as preferred stock, $0.001 par value per share, 200,000 of which were designated Series A preferred stock, $0.001 par value pe

RNWK / RealNetworks Inc / GLASER ROBERT - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 24) RealNetworks, Inc. (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 75605L-70-8 (CUSIP Number) Dec

RNWK / RealNetworks Inc / SATTERFIELD THOMAS A JR - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Amendment No. 2)* RealNetworks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 75605L708 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Fi

REALNETWORKS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2021 FINANCIAL RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2021 FINANCIAL RESULTS SEATTLE ? February 9, 2022 - RealNetworks, Inc. (Nasdaq: RNWK), an emerging leader in AI-based software and solutions, today announced its financial results* for the fourth quarter and year ended December 31, 2021. ?2021 revenue of $58.2 million, net loss attributable to RealNetworks of $(21.2) million and Adju

About Non-GAAP Financial Measures

Exhibit 99.2 About Non-GAAP Financial Measures To supplement RealNetworks? condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): February 9, 2022 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) November 30, 2021 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc.

About Non-GAAP Financial Measures

Exhibit 99.2 About Non-GAAP Financial Measures To supplement RealNetworks? condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): November 3, 2021 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

REALNETWORKS ANNOUNCES THIRD QUARTER 2021 FINANCIAL RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES THIRD QUARTER 2021 FINANCIAL RESULTS SEATTLE ? November 3, 2021 - RealNetworks, Inc. (Nasdaq: RNWK), an emerging leader in AI-based software and solutions, today announced its financial results* for the third quarter ended September 30, 2021. ?Revenue of $14.3 million, net loss attributable to RealNetworks of $(7.7) million and Adjusted EBITDA loss of $(2.7) mil

Schedule 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitte

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2021 REALNETWORKS, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2021 REALNETWORKS, INC. (Exact Name of Registrant as Specified in Charter) Washington 001-37745 91-1628146 (State or Other Jurisdiction of Incorporation) (Commission File N

2021 Executive MBO Plan

Exhibit 10.1 RealNetworks, Inc. Executive MBO Plan ? Section 16(b) Executive Officers OBJECTIVE OF THE PLAN The objective of the RealNetworks? Executive MBO Plan is to reward participants for their contribution to the company?s success and ensure market competitiveness as we work to attract and retain high caliber talent. RealNetworks has adopted this plan to reward high performance consistent wit

June 19, 2021 confirming forgiveness

Top of Letter 2588269737624291A PPP Loan Payoff PO Box 45144 Jacksonville, FL 32232-9743 Bank of America and the Bank of America logo are registered trademarks of the Bank of America Corporation.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc. (Exac

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): August 4, 2021 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fil

About Non-GAAP Financial Measures

Exhibit 99.2 About Non-GAAP Financial Measures To supplement RealNetworks? condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

REALNETWORKS ANNOUNCES SECOND QUARTER 2021 FINANCIAL RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES SECOND QUARTER 2021 FINANCIAL RESULTS SEATTLE ? August 4, 2021 - RealNetworks, Inc. (Nasdaq: RNWK), an emerging leader in AI-based software and solutions, today announced its financial results* for the second quarter ended June 30, 2021. ?Revenue of $14.6 million and net loss attributable to RealNetworks of $(1.3) million ?Doubled revenue year-over-year for the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc. (Exa

ffer letter dated January 15, 2021 between RealNetworks, Inc. and Christine Chambers

Exhibit 10.1 January 15, 2021 Christine Chambers Via e-mail Dear Christine, I am extremely pleased to offer you employment at RealNetworks, Inc. (?Real?, ?RealNetworks?, the ?Company? or ?us?) as Senior Vice President, Chief Financial Officer and Treasurer, reporting directly to Mike Ensing, President & COO. Your start date as a Senior Vice President at Real will be February 22, 2021. You will off

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): May 12, 2021 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

About Non-GAAP Financial Measures

Exhibit 99.2 About Non-GAAP Financial Measures To supplement RealNetworks? condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

REALNETWORKS ANNOUNCES FIRST QUARTER 2021 FINANCIAL RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES FIRST QUARTER 2021 FINANCIAL RESULTS SEATTLE ? May 12, 2021 - RealNetworks, Inc. (Nasdaq: RNWK), a leader in AI-powered digital media software and solutions, today announced its financial results* for the first quarter ended March 31, 2021. ?Revenue of $15.9 million, driven by growth in AI-businesses offset by declines in some of the Company?s foundation busines

Underwriting Agreement, dated as of April 26, 2021

Exhibit 1.1 Execution Copy REALNETWORKS, INC. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT April 26, 2021 Lake Street Capital Markets, LLC 920 2nd Ave S, Suite 700 Minneapolis, Minnesota 55402 Ladies and Gentlemen: RealNetworks, Inc., a Washington corporation (the ?Company?), proposes to issue and sell to Lake Street Capital Markets, LLC (the ?Underwriter?) an aggregate of 8,250

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) April 26, 2021 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

RealNetworks, Inc. Announces Pricing of Public Offering of Common Stock

EX-99.1 4 d177091dex991.htm EX-99.1 Exhibit 99.1 RealNetworks, Inc. Announces Pricing of Public Offering of Common Stock SEATTLE, April 27, 2021 — RealNetworks, Inc. (NASDAQ: RNWK) (“RealNetworks”) today announced that it has priced its previously announced underwritten public offering of an aggregate of 8,250,000 shares of its common stock at a price to the public of $2.70 per share pursuant to i

8,250,000 Shares Common Stock

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-254808 PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED MARCH 29, 2021 8,250,000 Shares Common Stock We are offering 8,250,000 shares of our common stock. Our common stock is listed on The Nasdaq Global Select Market under the symbol “RNWK.” On April 23, 2021, the last reported sale price of our common stock on The Nasdaq Globa

RealNetworks, Inc. Announces Commencement of Public Offering of Common Stock

Exhibit 99.1 RealNetworks, Inc. Announces Commencement of Public Offering of Common Stock SEATTLE, April 26, 2021 ? RealNetworks, Inc. (NASDAQ: RNWK) (?RealNetworks?), today announced that it has commenced a proposed underwritten public offering of its common stock pursuant to RealNetworks? shelf registration statement. In connection with this offering, RealNetworks expects to grant the underwrite

SUBJECT TO COMPLETION, DATED APRIL 26, 2021 PRELIMINARY PROSPECTUS SUPPLEMENT

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-254808 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any jurisdiction

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) April 26, 2021 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

Annual Report - 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No.1) (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2020 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37745

- S-3

Table of Contents As filed with the Securities and Exchange Commission on March 29, 2021 Registration No.

Form of Indenture

Exhibit 4.2 REALNETWORKS, INC. AS TRUSTEE TO INDENTURE DATED AS OF [?] DEBT SECURITIES TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 Section 1.1 Definitions 1 Section 1.2 Compliance Certificates and Opinions 6 Section 1.3 Form of Documents Delivered to Trustee 7 Section 1.4 Acts of Holders; Record Dates 7 Section 1.5 Notices, etc., to Trustee and Compan

Subsidiaries of RealNetworks, Inc.

Exhibit 21.1 SUBSIDIARIES OF REALNETWORKS, INC. Name of Subsidiary Jurisdiction of Incorporation Atrativa Latin America Ltda. Brazil Beijing RealNetworks Technology Co. Ltd. China GameHouse Europe B.V. The Netherlands GameHouse Spain S.L. Spain GameHouse Original Stories B.V. The Netherlands Listen.com, Inc. California Muzicall Ltd. United Kingdom PT RealNetworks Indonesia Indonesia RealNetworks A

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc

Fifth Amendment to Loan and Security Agreement by and among Western Alliance Bank, RealNetworks Digital Music of California, Inc., and RealNetworks, Inc. dated February 9, 2021.

Exhibit 10.1 FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT This Fifth Amendment to Loan and Security Agreement (this ?Amendment?) is entered into as of February 9, 2021, by and among WESTERN ALLIANCE BANK, an Arizona corporation (?Bank?) REALNETWORKS DIGITAL MUSIC OF CALIFORNIA, INC., a California corporation (?RN DMC?) and REALNETWORKS, INC., a Washington corporation (?RealNetworks?, and togethe

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 a8-kfeb2021loanamendment.htm 8-K LOAN AMENDMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) February 9, 2021 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 23) Re

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 23) RealNetworks, Inc. (Name of Issuer) COMMON STOCK, PAR VALUE $.001 PER SHARE (Title of Class of Securities) 75605L-70-8 (CUSIP Number) December 31, 2020

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 11 )* RealNetworks Inc (Name of Issuer) Common Stock (Title of Class of Securities) 75605L708 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Amendment No. 1)* RealN

SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Amendment No. 1)* RealNetworks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 75605L708 (CUSIP Number) December 31, 2020 (Date of Event Which Re

REALNETWORKS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2020 FINANCIAL RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2020 FINANCIAL RESULTS SEATTLE — February 10, 2021 - RealNetworks, Inc. (Nasdaq: RNWK), a leader in AI-powered digital media software and services, today announced its financial results* for the fourth quarter and full year ended December 31, 2020. •2020 revenue from continuing operations of $68.1 million, up 3% year-over-year due to

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): February 10, 2021 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission

About Non-GAAP Financial Measures

Exhibit 99.2 About Non-GAAP Financial Measures To supplement RealNetworks’ condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

RealNetworks Appoints Christine Chambers Chief Financial Officer

Exhibit 99.1 RealNetworks Appoints Christine Chambers Chief Financial Officer SEATTLE, February 2, 2021 - RealNetworks, Inc. (Nasdaq: RNWK) today announced the appointment of Christine Chambers to the position of Senior Vice President, Chief Financial Officer and Treasurer, effective March 1, 2021. Ms. Chambers will be rejoining RealNetworks, having served the Company in various finance roles for

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K EXECUTIVE TRANSITION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) February 2, 2021 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fi

REALNETWORKS, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Exhibit 99.2 REALNETWORKS, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS RealNetworks, Inc. (the “Company”) entered into a Support Agreement dated August 25, 2020 by and among its 84%-owned subsidiary, Napster, and MelodyVR Group PLC (“MelodyVR”), an English public limited company. The Support Agreement was executed in connection with an Agreement and Plan of Merger by and a

RealNetworks Announces Completion of the Sale of Napster to MelodyVR

Exhibit 99.1 RealNetworks Announces Completion of the Sale of Napster to MelodyVR SEATTLE, January 5, 2021 - RealNetworks, Inc. (Nasdaq: RNWK) today announced the completion of the previously disclosed sale of Rhapsody International, Inc., which does business as Napster, to MelodyVR Group PLC. Effective December 30, 2020 and pursuant to the merger agreement between the parties, MelodyVR’s subsidia

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

8-K 1 a8-kshellnapsterdisposition.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): December 30, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other j

Submission of Matters to a Vote of Security Holders - 8-K 2020 ANNUAL MEETING RESULTS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) November 30, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

date August 17, 2020 between RealNetworks, Inc. a

Exhibit 10.1 REALNETWORKS, INC. MICHAEL ENSING EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is entered into by and between Michael Ensing (“Executive”) and RealNetworks, Inc., a Washington corporation (the “Company”), effective as of August 17, 2020 (the “Effective Date”). 1. Duties and Scope of Employment. (a) Positions and Duties. As of the Effective Date, Executive will serv

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2020 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc.

About Non-GAAP Financial Measures

Exhibit 99.2 About Non-GAAP Financial Measures To supplement RealNetworks’ condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

REALNETWORKS ANNOUNCES THIRD QUARTER 2020 FINANCIAL RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES THIRD QUARTER 2020 FINANCIAL RESULTS SEATTLE — November 3, 2020 - RealNetworks, Inc. (Nasdaq: RNWK), a leader in digital media software and services, today announced its financial results for the third quarter ended September 30, 2020. This release refers to “continuing” and “discontinued” operations due to the pending sale of Napster, RealNetworks’ 84%-owned su

Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): November 3, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

- DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) October 21, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fi

RealNetworks, Inc. 2020 Inducement Equity Incentive Plan - Form of Restricted Stock Unit Agreement

Exhibit 4.3 REALNETWORKS, INC. 2020 INDUCEMENT EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT NOTICE OF INDUCEMENT RESTRICTED STOCK UNIT GRANT Unless otherwise defined herein, the terms defined in the RealNetworks, Inc. 2020 Inducement Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Inducement Restricted Stock Unit Agreement which includes the Notice of Restri

RealNetworks, Inc. 2020 Inducement Equity Incentive Plan

EX-4.1 2 a2020inducementequityincen.htm EX-4.1 Exhibit 4.1 REALNETWORKS, INC. 2020 INDUCEMENT EQUITY INCENTIVE PLAN 1. Purpose of the Plan. The purpose of this Plan is to attract and retain the best available personnel for positions of substantial responsibility by providing an inducement material to individuals’ entering into employment with the Company or any Parent or Subsidiary of the Company.

RealNetworks, Inc. 2020 Inducement Equity Incentive Plan - Form of Stock Option Agreement

EX-4.2 3 a2020inducementplan-stocko.htm EX-4.2 Exhibit 4.2 REALNETWORKS, INC. 2020 INDUCEMENT EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT NOTICE OF INDUCEMENT STOCK OPTION GRANT Unless otherwise defined herein, the terms defined in the RealNetworks, Inc. 2020 Inducement Equity Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement which includes the Notice

- S-8

As filed with the Securities and Exchange Commission on October 26, 2020 Registration No.

RealNetworks Announces Support for Acquisition of Rhapsody International, Inc. by MelodyVR Group PLC

Exhibit 99.1 RealNetworks Announces Support for Acquisition of Rhapsody International, Inc. by MelodyVR Group PLC SEATTLE, August 24, 2020 - RealNetworks, Inc. (Nasdaq: RNWK) today announced its support for the acquisition of Rhapsody International, Inc., which does business as Napster, by MelodyVR Group PLC. RealNetworks is the majority owner of Napster, with an approximate 84% stake. MelodyVR Gr

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events - 8-K NAPSTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) August 24, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fil

Support Agreement by and among RealNetworks, Inc., Rhapsody International Inc., and MelodyVR Group PLC, dated August 25, 2020

Exhibit 10.1 SUPPORT AGREEMENT This SUPPORT AGREEMENT, dated as of August 25, 2020 (this “Agreement”), is by and among Rhapsody International Inc., a Delaware corporation (the “Company”), MelodyVR Group PLC, an English public limited company (“Buyer”), and RealNetworks, Inc., a Washington corporation on behalf of itself and its wholly owned subsidiary RealNetworks Digital Music of California, Inc.

Offer Letter dated March 20, 2020 between RealNetworks, Inc. and Judd

Exhibit 10.1 March 20, 2020 Judd Lee Via e-mail Dear Judd, I am extremely pleased to offer you employment at RealNetworks, Inc. (“Real”, “RealNetworks”, the “Company” or “us”) as Senior Vice President and Chief Financial Officer, reporting directly to me. Your start date as a Senior Vice President at Real will be March 26, 2020. You will officially become the Chief Financial Officer of RealNetwork

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2020 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc. (Exac

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): August 5, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fil

REALNETWORKS ANNOUNCES SECOND QUARTER 2020 FINANCIAL RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES SECOND QUARTER 2020 FINANCIAL RESULTS SEATTLE — August 5, 2020 - RealNetworks, Inc. (Nasdaq: RNWK), a leader in digital media software and services, today announced its financial results for the second quarter ended June 30, 2020. •Consolidated revenue of $40.4 million; core revenue without Napster of $17.1 million, up 9% year-over-year •Games revenue up 23% yea

About Non-GAAP Financial Measures

EXHIBIT 99.2 About Non-GAAP Financial Measures To supplement RealNetworks’ condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) August 4, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

RealNetworks Appoints Mike Ensing President and Chief Operating Officer, Succeeding Max Pellegrini

Exhibit 99.1 RealNetworks Appoints Mike Ensing President and Chief Operating Officer, Succeeding Max Pellegrini SEATTLE, August 4, 2020 - RealNetworks, Inc. (Nasdaq: RNWK) today announced the appointment of Mike Ensing to the position of President and Chief Operating Officer. Mr. Ensing previously served as interim CFO and as a strategic advisor to the Company from early January to early May of th

2020 Executive MBO Plan

Exhibit 10.1 RealNetworks, Inc. Executive MBO Plan - Section 16(b) Executive Officers OBJECTIVE OF THE PLAN The objective of the RealNetworks’ Executive MBO Plan is to reward participants for their contribution to the company’s success and ensure market competitiveness as we work to attract and retain high caliber talent. RealNetworks has adopted this plan to reward high performance consistent wit

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) June 18, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

Letter from KPMG LLP to the Securities and Exchange Commission dated May 29, 2020

Exhibit 16.1 May 29, 2020 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for RealNetworks, Inc. and, under the date of March 30, 2020, we reported on the consolidated financial statements of RealNetworks, Inc. as of and for the years ended December 31, 2019 and 2018 and the effectiveness of internal control over financial re

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) May 26, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File N

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2020 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc. (Exa

About Non-GAAP Financial Measures

EXHIBIT 99.2 About Non-GAAP Financial Measures To supplement RealNetworks’ condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): May 6, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File N

REALNETWORKS ANNOUNCES FIRST QUARTER 2020 FINANCIAL RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES FIRST QUARTER 2020 FINANCIAL RESULTS SEATTLE — May 6, 2020 - RealNetworks, Inc. (Nasdaq: RNWK), a leader in digital media software and services, today announced its financial results for the first quarter ended March 31, 2020. •Generated consolidated revenue of $43.1 million •Games revenue up 16% year-over-year driven by success of free-to-play strategy •Pivotin

Annual Report - 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No.1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) April 23, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

RealNetworks Takes Steps To Address Commercial Impact of COVID-19

Exhibit 99.1 RealNetworks Takes Steps To Address Commercial Impact of COVID-19 SEATTLE, April 29, 2020 - RealNetworks, Inc. (Nasdaq: RNWK), a leader in digital media software and services, today announced the following steps to address the unprecedented COVID-19 pandemic and its impact on the Company, especially Real’s Computer Vision platform and business, known as SAFR. • Real is pivoting SAFR t

Promissory note dated April 24, 2020

Exhibit 10.1 Promissory Note Date April 20, 2020 Loan Amount $2,870,568.00 Interest Rate after Deferment Period 1.00% fixed per annum Deferment Period 6 months This Promissory Note (“Note”) sets forth and confirms the terms and conditions of a term loan to Realnetworks Inc (whether one or more than one, “Borrower”) from Bank of America, NA, a national banking association having an address of P.O.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) April 15, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

Subsidiaries of RealNetworks, Inc.

Exhibit 21.1 SUBSIDIARIES OF REALNETWORKS, INC. Name of Subsidiary Jurisdiction of Incorporation Atrativa Latin America Ltda. Brazil Beijing RealNetworks Technology Co. Ltd. China GameHouse Europe B.V. The Netherlands GameHouse Spain S.L. Spain GameHouse Original Stories B.V. The Netherlands Listen.com, Inc. California Muzicall Ltd. United Kingdom Napster Do Brasil Licenciamento De Música Ltda Bra

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) March 25, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

RealNetworks Names Judd Lee as Chief Financial Officer

Exhibit 99.1 RealNetworks Names Judd Lee as Chief Financial Officer SEATTLE, March 25, 2020 - RealNetworks, Inc. (Nasdaq: RNWK), a leader in digital media software and services, today announced the appointment of Judd Lee as Senior Vice President. Lee starts at Real on Thursday, March 26th and will become Real’s new Chief Financial Officer and Treasurer early in the second quarter of 2020, succeed

RNWK / RealNetworks, Inc. / GLASER ROBERT - AMENDMENT NO. 22 TO SCHEDULE 13G Passive Investment

Amendment No. 22 to Schedule 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 22) REALNETWORKS, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $.001 PER SHARE (Title of Class of Securities) 75605L-70-8

RNWK / RealNetworks, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 10)* REALNETWORKS INC (Name of Issuer) Common Stock (Title of Class of Securities) 75605L708 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) February 10, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

Series B Preferred Stock Purchase Agreement dated February 10, 2020 by and between RealNetworks, Inc. and Rob Glaser

Exhibit 10.1 REALNETWORKS, INC. SERIES B PREFERRED STOCK PURCHASE AGREEMENT This Series B Preferred Stock Purchase Agreement (this “Agreement”) is made and entered into as of February 10, 2020 (the “Effective Date”), by and between RealNetworks, Inc., a Washington corporation (the “Company”), and Robert Glaser (the “Purchaser”). Certain terms used and not otherwise defined in the text of this Agre

RealNetworks CEO Rob Glaser to Invest $10 Million into the Company

Exhibit 99.1 RealNetworks CEO Rob Glaser to Invest $10 Million into the Company SEATTLE, February 10, 2020 - RealNetworks, Inc. (Nasdaq: RNWK), a leader in digital media software and services, today announced that it has entered into a private placement agreement with Rob Glaser, the Company’s Founder, Chairman of the Board, Chief Executive Officer, and largest shareholder. Pursuant to the agreeme

RealNetworks, Inc. Designation of Rights and Preferences of Series B Preferred Stock

EX-4.1 2 certificateofdesignationse.htm EXHIBIT 4.1 CERTIFICATE OF DESIGNATION Exhibit 4.1 REALNETWORKS, INC. DESIGNATION OF RIGHTS AND PREFERENCES OF SERIES B PREFERRED STOCK Pursuant to the authority granted to and vested in the Board of Directors of RealNetworks, Inc., a Washington corporation (the “Corporation”), in accordance with the provisions of the Corporation’s Amended and Restated Artic

About Non-GAAP Financial Measures

EX-99.2 3 exhibit992erq4-19.htm EX-99.2 EXHIBIT 99.2 About Non-GAAP Financial Measures To supplement RealNetworks’ condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operat

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): February 5, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

REALNETWORKS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2019 FINANCIAL RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2019 FINANCIAL RESULTS SEATTLE — February 5, 2020 - RealNetworks, Inc. (Nasdaq: RNWK), a leader in digital media software and services, today announced its financial results for the fourth quarter and full year ended December 31, 2019. •2019 revenue of $172.1 million •2019 Games revenue up 18% year-over-year driven by success of free

RNWK / RealNetworks, Inc. / VIEX Capital Advisors, LLC - AMENDMENT NO. 1 TO THE SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)1 RealNetworks, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 75605L708 (CUSIP Number) Decem

RNWK / RealNetworks, Inc. / SATTERFIELD THOMAS A JR - SC 13G Passive Investment

SC 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Amendment No. )* RealNetworks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 75605L708 (CUSIP Number) December 31, 2019 (Date of Event Which Requi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) January 9, 2020 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fil

RealNetworks Appoints Mike Ensing as Interim CFO, Succeeding Cary Baker

Exhibit 99.1 RealNetworks Appoints Mike Ensing as Interim CFO, Succeeding Cary Baker SEATTLE, January 9, 2020 - RealNetworks, Inc. (Nasdaq: RNWK) today announced an orderly CFO transition plan. Earlier this week, Cary Baker informed the Company of his decision to step down as CFO to pursue a new opportunity. In addition, the Company announced the hiring of Mike Ensing to replace Mr. Baker on an in

RealNetworks Appoints Tim Wan and Erik Prusch to its Board of Directors

RealNetworks Appoints Tim Wan and Erik Prusch to its Board of Directors SEATTLE, December 9, 2019 - RealNetworks, Inc.

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) December 3, 2019 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fi

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) October 31, 2019 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fi

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc.

REALNETWORKS ANNOUNCES THIRD QUARTER 2019 FINANCIAL RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES THIRD QUARTER 2019 FINANCIAL RESULTS SEATTLE — October 30, 2019 - RealNetworks, Inc. (Nasdaq: RNWK), a leader in digital media software and services, today announced its financial results for the third quarter ended September 30, 2019. • Third quarter revenue of $45.0 million compared to $44.2 million in the prior quarter; significant adjusted EBITDA loss improv

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): October 30, 2019 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

About Non-GAAP Financial Measures

EXHIBIT 99.2 About Non-GAAP Financial Measures To supplement RealNetworks’ condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

RNWK / RealNetworks, Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

RNWK / RealNetworks, Inc. DEF 14A - - DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) September 10, 2019 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission

First Amendment to Purchase Agreement, dated as of June 11, 2019, by and between RealNetworks Digital Music of California, Inc., a California corporation (Buyer) and Rhapsody Applebee, LLC, a Delaware limited liability company (Seller)

FIRST AMENDMENT TO PURCHASE AGREEMENT This First Amendment to Purchase Agreement (the “Amendment”), dated as of June 11, 2019, is entered into by and between RealNetworks Digital Music of California, Inc.

RNWK / RealNetworks, Inc. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc. (Exac

Loan and Security Agreement, dated as of August 1, 2019, by and among RealNetworks, Inc., Rhapsody International Inc., RealNetworks Digital Music of California, Inc., and Western Alliance Bank

RHAPSODY INTERNATIONAL INC., A DELAWARE CORPORATION REALNETWORKS, INC., A WASHINGTON CORPORATION REALNETWORKS DIGITAL MUSIC OF CALIFORNIA, INC., A CALIFORNIA CORPORATION WESTERN ALLIANCE BANK, AN ARIZONA CORPORATION LOAN AND SECURITY AGREEMENT Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly di

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) August 1, 2019 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): August 1, 2019 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fil

REALNETWORKS ANNOUNCES SECOND QUARTER 2019 FINANCIAL RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES SECOND QUARTER 2019 FINANCIAL RESULTS SEATTLE — August 1, 2019 - RealNetworks, Inc. (Nasdaq: RNWK), a leader in digital media software and services, today announced its financial results for the second quarter ended June 30, 2019. • Second quarter revenue of $44.2 million • Strong early success with SAFRTM • Successful worldwide roll-out of 2nd free-to-play game

About Non-GAAP Financial Measures

EXHIBIT 99.2 About Non-GAAP Financial Measures To supplement RealNetworks’ condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

RNWK / RealNetworks, Inc. 10-Q Quarterly Report 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks

Purchase Agreement dated as of January 18, 2019, by and between RealNetworks Digital Music of California, Inc., a California corporation (Buyer) and Rhapsody Applebee, LLC, a Delaware limited liability company (Seller)

PURCHASE AGREEMENT This Purchase Agreement (this “Agreement”), dated as of January 18, 2019, is entered into by and between RealNetworks Digital Music of California, Inc.

About Non-GAAP Financial Measures

EXHIBIT 99.2 About Non-GAAP Financial Measures To supplement RealNetworks’ condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

REALNETWORKS ANNOUNCES FIRST QUARTER 2019 FINANCIAL RESULTS

EX-99.1 2 exhibit991erq1-19.htm EXHIBIT 99.1 Exhibit 99.1 REALNETWORKS ANNOUNCES FIRST QUARTER 2019 FINANCIAL RESULTS SEATTLE — May 2, 2019 - RealNetworks, Inc. (Nasdaq: RNWK), a leader in digital media software and services, today announced its financial results for the first quarter ended March 31, 2019. The results below reflect the consolidation of Napster's financial results into RealNetworks

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): May 2, 2019 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File N

RNWK / RealNetworks, Inc. 10-K/A Annual Report 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No.1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37

RealNetworks, Inc. Executive MBO Plan -- Section 16(b) Executive Officers OBJECTIVE OF THE PLAN

Exhibit 10.1 RealNetworks, Inc. Executive MBO Plan - Section 16(b) Executive Officers OBJECTIVE OF THE PLAN The objective of the RealNetworks’ Executive MBO Plan is to reward participants for their contribution to the company’s success and ensure market competitiveness as we work to attract and retain high caliber talent. RealNetworks has adopted this plan to reward high performance consistent wit

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) April 2, 2019 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

Rhapsody International Inc. Consolidated Financial Statements Years Ended September 30, 2018 and 2017 Report of Ernst & Young LLP, Independent Auditors 1 Consolidated Financial Statements Consolidated Balance Sheets 2 Consolidated Statements of Opera

CONSOLIDATED FINANCIAL STATEMENTS Rhapsody International Inc. Years Ended September 30, 2018 and 2017 With Report of Independent Auditors Rhapsody International Inc. Consolidated Financial Statements Years Ended September 30, 2018 and 2017 Contents Report of Ernst & Young LLP, Independent Auditors 1 Consolidated Financial Statements Consolidated Balance Sheets 2 Consolidated Statements of Operatio

UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION

UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION The following unaudited pro forma condensed consolidated financial information gives effect to RealNetworks, Inc.

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) January 18, 2019 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorpora

RNWK / RealNetworks, Inc. 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc

Subsidiaries of RealNetworks, Inc.

Exhibit 21.1 SUBSIDIARIES OF REALNETWORKS, INC. Name of Subsidiary Jurisdiction of Incorporation Atrativa Latin America Ltda. Brazil Beijing RealNetworks Technology Co. Ltd. China GameHouse Europe B.V. The Netherlands GameHouse Spain S.L. Spain Listen.com, Inc. California Muzicall Ltd. United Kingdom PT RealNetworks Indonesia Indonesia RealNetworks Asia Pacific Co., Ltd. Republic of Korea RealNetw

RNWK / RealNetworks, Inc. / REALNETWORKS INC - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 21) RealNetworks, Inc. (Name of Issuer) COMMON STOCK, PAR VALUE $.001 PER SHARE (Title of Class of Securities) 75605L-70-8 (CUSIP Number) December 31, 2018

RNWK / RealNetworks, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 dfs639.htm SCHEDULE 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 9)* REALNETWORKS INC (Name of Issuer) Common Stock (Title of Class of Securities) 75605L708 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t

About Non-GAAP Financial Measures

EXHIBIT 99.2 About Non-GAAP Financial Measures To supplement RealNetworks’ condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): February 6, 2019 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

REALNETWORKS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2018 RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2018 RESULTS SEATTLE - February 6, 2019 - RealNetworks, Inc. (Nasdaq: RNWK), a leader in digital media software and services, today announced results for the fourth quarter and full year ended December 31, 2018. • 2018 revenue of $69.5 million, compared to $78.7 million in 2017 • Commercializing four key growth initiatives: SAFR, Kon

RealNetworks Doubles Its Stake in Rhapsody International to Become 84% Owner of Napster

RealNetworks Doubles Its Stake in Rhapsody International to Become 84% Owner of Napster SEATTLE, January 22, 2019 – RealNetworks, Inc.

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) January 18, 2019 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fi

RNWK / RealNetworks, Inc. 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 7 to Registration Statement on FORM 8-A FOR REGISTRATION OF CERTIAN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 91-1628146 (State or other jurisdiction of incorporation) (I.R.S. E

Second Amended and Restated Shareholder Rights Plan dated as of November 30, 2018 by and between RealNetworks, Inc. and Computershare Inc., including the form of Certificate of Designation, the form of Rights Certificate, and the Summary of Rights attached thereto as Exhibits A, B, and C, respectively.

SECOND AMENDED AND RESTATED SHAREHOLDER RIGHTS PLAN by and between RealNetworks, Inc.

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) November 30, 2018 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G filed November 13, 2018 (including amendments thereto) with respect to the Common Stock of RealNetwork, Inc. This Joint Filing Agreement shall be filed as an Exh

RNWK / RealNetworks, Inc. / VIEX Capital Advisors, LLC - THE SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )1 RealNetworks, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) (CUSIP Number) November 5, 2018

RNWK / RealNetworks, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetw

RNWK / RealNetworks, Inc. / Subin Neil S - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)* RealNetworks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 75605L708 (CUSIP Number) November 5, 2018 (Date of Event which Requires

About Non-GAAP Financial Measures

EXHIBIT 99.2 About Non-GAAP Financial Measures To supplement RealNetworks’ condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

REALNETWORKS ANNOUNCES THIRD QUARTER 2018 RESULTS

Exhibit 99.1 REALNETWORKS ANNOUNCES THIRD QUARTER 2018 RESULTS SEATTLE - November 7, 2018 - • Revenue of $17.6 million compared to $15.7 million in the prior quarter and $18.6 million in the prior year period • Significant progress with roll-out of our SAFR facial recognition platform through two new partnerships with systems integrators • Launched Scener, an innovative social platform that synchr

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): November 7, 2018 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission F

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) October 1, 2018 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fil

RNWK / RealNetworks, Inc. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

RNWK / RealNetworks, Inc. DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

RNWK / RealNetworks, Inc. 10-Q Q2 2018 (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks,

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) July 26, 2018 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): August 1, 2018 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission Fil

REALNETWORKS ANNOUNCES SECOND QUARTER 2018

Exhibit 99.1 REALNETWORKS ANNOUNCES SECOND QUARTER 2018 RESULTS SEATTLE - August 1, 2018 - • Revenue of $15.7 million compared to $21.6 million in the prior year period and $19.7 million in the prior quarter • Reduced operating expenses by $0.6 million, or 3%, year-over-year and by $1.5 million, or 8%, sequentially • Gross margin from continuing operations of 71%, same as the prior year period • C

About Non-GAAP Financial Measures

EXHIBIT 99.2 About Non-GAAP Financial Measures To supplement RealNetworks’ condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

RNWK / RealNetworks, Inc. 10-Q Q1 2018 (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks

Promotion Summary dated February 1, 2018 between RealNetworks, Inc. and Max Pelligrini

Exhibit 10.1 Promotion Summary dated February 1, 2018 between RealNetworks, Inc. and Max Pellegrini In connection with the promotion of Massimiliano Pellegrini to the role of President of RealNetworks effective February 1, 2018, the employment offer letter of RealNetworks, Inc. to Mr. Pellegrini dated January 7, 2013 remains in full force and effect, except for the following changes that are effec

About Non-GAAP Financial Measures

EXHIBIT 99.2 About Non-GAAP Financial Measures To supplement RealNetworks’ condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

REALNETWORKS ANNOUNCES FIRST QUARTER 2018

Exhibit 99.1 REALNETWORKS ANNOUNCES FIRST QUARTER 2018 RESULTS SEATTLE - May 3, 2018 - • Revenue of $19.7 million, similar to the prior year period and up from $18.9 million in the prior quarter • Gross margin from continuing operations increased to 74% from 67% in the prior year period • Adjusted EBITDA from continuing operations improved $1.5 million year-over-year to a loss of $(3.0) million •

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): May 3, 2018 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File N

RNWK / RealNetworks, Inc. 10-K/A (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No.1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37

Form of MBO Plan Document under the RealNetworks, Inc. 2018 Executive Compensation Program

Exhibit 10.1 RealNetworks, Inc. Executive MBO Plan - Section 16(b) Executive Officers OBJECTIVE OF THE PLAN The objective of the RealNetworks’ Executive MBO Plan is to reward participants for their contribution to the company’s success and ensure market competitiveness as we work to attract and retain high caliber talent. RealNetworks has adopted this plan to reward high performance consistent wit

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) April 24, 2018 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorporation) (Commission File

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) February 7, 2018 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 001-37745 91-1628146 (State or other jurisdiction of incorpora

RNWK / RealNetworks, Inc. 8-A12B

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 6 to Registration Statement on FORM 8-A FOR REGISTRATION OF CERTIAN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 91-1628146 (State or other jurisdiction of incorporation)

AMENDMENT NO. 2 TO AMENDED AND RESTATED SHAREHOLDER RIGHTS PLAN by and between RealNetworks, Inc. Computershare Inc.

Exhibit AMENDMENT NO. 2 TO AMENDED AND RESTATED SHAREHOLDER RIGHTS PLAN by and between RealNetworks, Inc. and Computershare Inc. This Amendment No. 2 to Amended and Restated Shareholder Rights Plan (this ? Amendment ?) is made and entered into as of February 27, 2018, by and between RealNetworks, Inc., a Washington corporation (the ? Company ?), and Computershare Inc., a Delaware corporation and s

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) February 27, 2018 RealNetworks, Inc. (Exact name of registrant as specified in its charter) Washington 000-23137 91-1628146 (State or other jurisdiction of incorporation) (Com

Subsidiaries of RealNetworks, Inc.

Exhibit 21.1 SUBSIDIARIES OF REALNETWORKS, INC. Name of Subsidiary Jurisdiction of Incorporation Atrativa Latin America Ltda. Brazil Beijing RealNetworks Technology Co. Ltd. China GameHouse Europe B.V. The Netherlands GameHouse Spain S.L. Spain Listen.com, Inc. California Muzicall Ltd. United Kingdom PT RealNetworks Indonesia Indonesia RealNetworks Asia Pacific Co., Ltd. Republic of Korea RealNetw

RNWK / RealNetworks, Inc. 10-K 2017 (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-37745 RealNetworks, Inc

RNWK / RealNetworks, Inc. / REALNETWORKS INC - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 20) RealNetworks, Inc. (Name of Issuer) COMMON STOCK, PAR VALUE $.001 PER SHARE (Title of Class of Securities) 75605L-70-8 (CUSIP Number) December 31, 2017

RNWK / RealNetworks, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* REALNETWORKS INC (Name of Issuer) Common Stock (Title of Class of Securities) 75605L708 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

RealNetworks, Inc. and Subsidiaries Condensed Consolidated Statements of Operations (Unaudited) (Recast) 2017 Q4 Q3 Q2 Q1 (in thousands, except per share data) Net revenue $ 18,865 $ 18,557 $ 21,605 $ 19,691 Cost of revenue 4,965 5,343 6,287 6,569 Gr

Exhibit Exhibit 99.3 RealNetworks, Inc. and Subsidiaries Condensed Consolidated Statements of Operations (Unaudited) (Recast) 2017 Q4 Q3 Q2 Q1 (in thousands, except per share data) Net revenue $ 18,865 $ 18,557 $ 21,605 $ 19,691 Cost of revenue 4,965 5,343 6,287 6,569 Gross profit 13,900 13,214 15,318 13,122 Operating expenses: Research and development 7,625 7,152 7,584 7,349 Sales and marketing 5

REALNETWORKS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2017 RESULTS

Exhibit Exhibit 99.1 REALNETWORKS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2017 RESULTS SEATTLE - February 7, 2018 - ? Significant progress with four key growth initiatives that are expected to contribute to revenue growth in 2018 ? Exited low margin business that is now presented as discontinued operations; gross margin from continuing operations of 71% highlights scalability of go-forward business

About Non-GAAP Financial Measures

EXHIBIT 99.2 About Non-GAAP Financial Measures To supplement RealNetworks? condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes other inc

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Results of Operations and Financial Condition

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): February 7, 2018 RealNetworks, Inc. (Exact name of registrant as specified in its charter) WASHINGTON 0-23137 91-1628146 (State or other jurisdiction of incorporation) (Commi

RNWK / RealNetworks, Inc. / Subin Neil S - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )* RealNetworks, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 75605L708 (CUSIP Number) January 12, 2018 (Date of Event which Requires Fi

Quarterly Report - 10-Q Q3 2017

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2017 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23137

REALNETWORKS ANNOUNCES THIRD QUARTER 2017 RESULTS

Exhibit Exhibit 99.1 REALNETWORKS ANNOUNCES THIRD QUARTER 2017 RESULTS SEATTLE - November 1, 2017 - ? Revenue of $30.0 million ? Reduced operating expenses by $5.0 million, or 22% year-over-year ? Continued progress in key growth initiatives as evidenced by strategic alliance with CIBN Oriental Network RealNetworks, Inc. (Nasdaq: RNWK), a leader in digital media software and services, today announ

About Non-GAAP Financial Measures

Exhibit EXHIBIT 99.2 About Non-GAAP Financial Measures To supplement RealNetworks? condensed consolidated financial statements presented in accordance with GAAP, the Company presents investors with certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment. Contribution margin by reportable segment consists of operating income (loss) and includes o