Who owns Genius Sports? It is a publicly listed company, not a private business controlled by a publicly identified sole owner. Genius Sports Limited trades on the New York Stock Exchange under GENI. Co-founder Mark Locke leads the company as chief executive, while shares and rights to acquire shares are held by executives, institutions and commercial partners, including an NFL-affiliated entity. The difficulty is that a shareholder's beneficial ownership, directly held ordinary shares and current voting rights can be three different numbers.
The Form 20-F dated 17 March 2026 is supplemented by a February NFL filing, a September insider filing and the balance sheet at 30 September. They are separate disclosures, not one November 2026 cap table. See the Genius Sports corporate overview.
Who owns Genius Sports? The dated SEC snapshot
Genius Sports' 2025 annual Form 20-F disclosed the following beneficial owners. The table used 257,250,176 ordinary shares outstanding on 17 March 2026 as its starting denominator, subject to security-holder-specific adjustments under SEC beneficial ownership rules.
| Holder named in Form 20-F | Beneficial shares disclosed | Approximate beneficial interest | Disclosure basis |
|---|---|---|---|
| Mark Locke | 20,183,016 | 7.8% | March 2026; includes 120,000 RSUs due to vest within 60 days |
| NFL Enterprises | 15,344,471 | 6.0% | March 20-F relying on February NFL disclosure; includes exercisable warrants |
| Wellington | 13,513,537 | 5.3% | March 20-F relying on Wellington's November 2025 filing |
| Directors and executive officers, combined (10 persons) | 23,501,944 | 9.1% | Aggregate; includes Locke, so do not add his row again |
Source: Genius Sports Limited, 2025 Form 20-F, Item 7.A, filed 17 March 2026. Percentages are rounded and reflect SEC beneficial-ownership methodology, not a verified current November register. The group row overlaps individual officer rows.
This is a more informative answer than a generic list of the largest holders. Locke's 7.8% does not make him the majority owner. The directors' 9.1% aggregate is not 9.1% plus Locke's stake. NFL Enterprises' disclosed position includes substantial rights to acquire shares, not just stock already issued to it. Wellington's disclosure concerns shared voting and investment authority over securities, not necessarily a single fund's unrestricted personal holding.
This is not an exhaustive register: the 20-F counted about 120 holders of record on 17 March but explained that the actual number of beneficial investors was greater because of brokerage nominees.
What does beneficial ownership actually mean?
The SEC's methodology generally includes securities over which a person has voting or investment power. It can also include shares obtainable through an option or warrant that is currently exercisable or becomes exercisable within 60 days. That makes beneficial ownership useful for disclosure, but it should not be read as an ordinary-share certificate count.
| Term | What it measures | Why it matters |
|---|---|---|
| Ordinary shares issued | Shares legally issued, including any held in treasury | Not always the freely outstanding or voting total |
| Ordinary shares outstanding | Issued shares minus treasury stock | A key starting point for share-percentage calculations |
| Directly held shares | Securities recorded as directly owned by the reporting person | Different from future acquisition rights or indirect holdings |
| Beneficially owned | Securities included under the relevant SEC disclosure rules | May include currently exercisable warrants or near-term vesting rights |
| RSUs | Awards generally entitling a recipient to shares on vesting or settlement | Some near-term units may enter beneficial ownership disclosures |
| Penny warrants | Rights to acquire shares at a very low exercise price | Underlying shares are not automatically already outstanding |
| B shares | A distinct class tied to the NFL warrant arrangements | Do not assume identical voting or economic rights to ordinary shares |
The Form 20-F provides concrete examples. Locke's beneficial count included 120,000 restricted stock units scheduled to vest within the relevant window. Its NFL number included 14.5 million shares issuable under vested warrants. Those inclusions help explain why a beneficial percentage is not necessarily the same as the proportion of common shares held outright and currently voting.
- Disclosed security positionleads toOrdinary shares already held
- Disclosed security positionleads toRSUs or exercisable warrants
- Ordinary shares already heldleads toExisting shareholding and applicable votes
- RSUs or exercisable warrantsleads toPotential ordinary shares under filing rules
- Existing shareholding and applicable votesleads toDate-specific beneficial ownership
- Potential ordinary shares under filing rulesleads toDate-specific beneficial ownership
Conceptual definition diagram. The extent of current votes and the filing denominator depend on the specific security terms and date; the arrows do not imply that every unexercised right already votes as an ordinary share.
Mark Locke: founder, CEO and September insider transactions
Mark Locke is Genius Sports' co-founder and chief executive. His operational leadership is a separate fact from his shareholding percentage. He can direct management within the company's governance arrangements without personally owning a majority of its economic equity. The group's development from its earlier Betgenius operations to the listed issuer is covered in Genius Sports history and acquisitions.
A September Form 4 records three outright sales and a separate derivatives arrangement, making March's percentage outdated:
| Transaction date | SEC-reported action | Ordinary shares involved | Result or meaning |
|---|---|---|---|
| 15 September 2026 | Sale | 477,449 | Direct holding reported afterwards: 19,697,767 |
| 16 September 2026 | Sale | 272,551 | Direct holding reported afterwards: 19,425,216 |
| 17 September 2026 | Sale | 50,000 | Direct holding reported afterwards: 19,375,216 |
| 15 September 2026 | Zero-cost collar over existing share exposure | 4,400,000 | Put purchased and call written; not another 4.4m completed share sale |
Source: Locke Form 4 filed 17 September 2026. The three reported sales total 800,000 ordinary shares. “Direct holding afterwards” is a dated filing value, not a live balance.
The distinction matters. A collar combines a protective put and an obligation under a written call, limiting the range of economic outcomes on the underlying shares. The filing described a $5 put strike and $10.20 call strike, with an expiry of 6 September 2028. It specified cash settlement unless Locke elects physical settlement. No option premium was exchanged at inception under this arrangement.
Therefore, “Locke sold 5.2 million shares” would be false: the filing documents 800,000 completed share sales plus a collar linked to 4.4 million shares. The collar changes potential economic exposure; it does not document an immediate transfer of all those underlying shares. The Form 4 does not establish his exact current percentage after future changes in the company's total shares or any later personal transactions.
The 20-F also reported a partial share pledge securing a loan, which is not a completed disposal.
The NFL: commercial partner and holder of equity rights
The NFL relationship is a particularly useful test of ownership language. Genius supplies official sports data, technology and related media services under commercial agreements with the league. Separately, NFL Enterprises LLC, an NFL-affiliated entity, holds equity and warrant rights in Genius Sports. These relationships overlap commercially, but one does not automatically confer control through the other.
- NFL and its affiliated entitiesOfficial data and technology agreementsGenius Sports commercial business
- NFL and its affiliated entitiesNFL Enterprises: shares and warrant rightsGenius Sports listed equity
Two distinct relationships. A data-rights partnership is not itself a voting-control agreement. The affiliated equity holder and its securities must be assessed from SEC disclosures.
In its Schedule 13G/A filed 17 February 2026, NFL Enterprises reported a position as at 31 December 2025:
| Component | Securities |
|---|---|
| Ordinary shares | 844,471 |
| Ordinary shares issuable under vested penny warrants exercisable within 60 days | 14,500,000 |
| Total reported beneficial shares | 15,344,471 |
| NFL filer's reported beneficial percentage for that date | 6.43% |
The NFL filing calculated 6.43% using its own disclosed denominator and warrant-adjusted method. Genius's later March 2026 Form 20-F showed the same 15,344,471 beneficial count but approximately 6.0%. These are not two claims about identical voting power on the same date: the February schedule reports December 2025 ownership, while the March annual-report table starts from a later ordinary-share count. Copying either percentage as a timeless figure would conceal the difference.
The 20-F records an original grant of 18.5 million penny warrants in 2021 and a cashless exercise of 8.5 million in 2025, resulting in approximately 8.49 million ordinary shares. That exercise does not establish that all remaining rights were exercised. The February 13G/A expressly separated held shares from issuable shares.
The associated B shares are another trap for casual calculations. The 20-F describes these securities as attached to NFL warrants, giving one-tenth of a vote per B share and minimal par-value economics. Exercise of an attached warrant entails redemption or repurchase and cancellation of the corresponding B share under the governing documents. Counting B shares and warrant-underlying ordinary shares as though each were an identical existing common share overstates the simplicity of the voting position.
The NFL and Genius announced a commercial extension in 2025 running through the 2029 NFL season. That is evidence of a continuing sports-data partnership, not a new ownership percentage. The commercial scope belongs in our separate NFL data rights and partnerships analysis.
Who runs Genius Sports? Management and board oversight
The public-company management structure has several distinct responsibilities. Current issuer biographies and dated announcements support the following roles as reviewed on 8 November 2026.
| Person | Group-level role | Relevant date or distinction |
|---|---|---|
| Mark Locke | Co-founder and Chief Executive Officer | Executive leadership; not a majority-ownership claim |
| Kenneth J. Kay | Independent director and Board Chair | Chair appointment effective June 2024 |
| Bryan Castellani | Chief Financial Officer | Succeeded Nick Taylor effective 1 October 2025 |
| Jack Davison | Chief Commercial Officer | Leads commercial activity; not a substitute for the CEO |
| Tom Russell | Chief Legal Officer / General Counsel | Legal, corporate governance and securities matters |
Board oversight differs from management. Kenneth Kay chairs the board and compensation committee; Kimberly Bradley chairs audit, and Daniel Burns chairs nominating and corporate governance. Robert Bach, Claire Nooriala (identified as Claire Valoti in some company biographies) and Mark Locke also appear in board disclosures. Committee roles do not establish controlling equity stakes.
Nick Taylor's name appears in historical disclosures and in the 17 March 2026 beneficial ownership table. That inclusion does not make him the current CFO. The company formally announced Castellani's succession effective October 2025. It is possible for an earlier officer to appear in an ownership filing while a successor holds the operational executive role.
A UK subsidiary resignation is not a resignation as group CEO
Companies House filings create another potential source of confusion. Genius operates through several UK companies, each of which has its own registered directors. A director's appointment to, or resignation from, one of those legal entities does not by itself determine executive employment at the listed Guernsey parent.
For example, UK filings dated May 2026 record Mark Adrian Locke's departure as a director effective 28 April 2026 at Genius Sports Group Limited and Genius Sports Media Limited. Related filings show Bryan David Castellani appointed to those UK boards on the same date; Genius Sports Group Limited also recorded Jack Davison's appointment. The relevant company numbers include 09706742 for Genius Sports Group Limited and 10197166 for Genius Sports Media Limited.
These UK-board changes do not mean Locke resigned as parent-company CEO: the issuer continued identifying him as CEO in November 2026.
What Legend changed and why today's percentages cannot be back-calculated
The Legend acquisition added shares to the capital story during 2026. Genius issued ordinary shares in connection with the transaction and retained possible contingent consideration mechanisms. Issuing new equity can reduce existing holders' percentage interests even when the number of shares they own does not change. Yet the dilution for any specific holder requires a matched date, share class and security definition.
The 30 September 2026 consolidated balance sheet reported:
| Share measure | 30 September 2026 |
|---|---|
| Ordinary shares issued | 272,023,230 |
| Ordinary shares outstanding | 267,917,282 |
| Treasury ordinary shares | 4,105,948 |
| B shares issued and outstanding | 10,000,000 |
The first three rows reconcile: issued less treasury equals outstanding ordinary shares. B shares are separate securities; their limited voting rights and linkage to NFL warrants mean they should not be appended to the ordinary-share denominator as equivalent shares. Likewise, the number of weighted-average shares used to calculate earnings per share is a period average, not the 30 September issued-share count.
It would be invalid to divide Locke's March beneficial amount by September outstanding shares and declare the result his current ownership. He made September transactions; the company issued shares in the intervening months; and the March count included near-term vesting RSUs. The NFL's older 6.43% and 6.0% figures are affected by similar timing and warrant issues. Nor does the Legend closing announcement by itself establish the seller's current percentage after later trading or subsequent exercises.
The financing consequences of Legend belong in Genius Sports financial results. The effect of different share counts and potential dilution on an investment case belongs in our GENI share-price and dilution outlook.
My assessment: what an ownership check must establish
Genius Sports is founder-led and publicly owned. Mark Locke's management role is clear, while the disclosed holdings of the NFL and institutional investors make the ownership landscape more complex than an ordinary “top holders” table suggests. In my view, the biggest research mistake would be to present a mixture of SEC beneficial holdings, unexercised warrants and later outstanding-share counts as one current register.
A reliable update should check four things together: the latest holder-specific Schedule 13D or 13G amendments; insider Forms 4; changes in issued, treasury and outstanding shares; and whether warrants or restricted units have actually vested, been exercised or settled. Only then can a defensible new date-specific percentage be calculated, with voting-right distinctions retained.
Until those records align, the March 2026 table remains a valuable historical disclosure snapshot: not an independently confirmed November 2026 cap table. The NFL has significant contractual and equity-related interests, but neither its sports-data agreement nor the warrant disclosure establishes majority control of Genius Sports.
Documentary sources
- Genius Sports Limited, 2025 Annual Report on Form 20-F, filed 17 March 2026: Item 7.A beneficial ownership, security footnotes, NFL warrants, B shares and governance: SEC EDGAR accession 0001193125-26-110749.
- NFL Enterprises LLC, Schedule 13G/A, filed 17 February 2026, reporting position at 31 December 2025: SEC EDGAR accession 0001193125-26-055460.
- Mark Locke, Form 4, filed 17 September 2026: ordinary-share disposals and zero-cost collar: SEC EDGAR accession 0001193125-26-394762.
- Genius Sports Limited, Q3 2026 results and condensed consolidated balance sheet, 5 November 2026: investors.geniussports.com.
- Genius Sports, Bryan Castellani CFO appointment, 2025; Ken Kay board chair appointment, 2024; executive biographies and committee composition: investors.geniussports.com.
- Companies House, UK filings for Genius Sports Group Limited (09706742), Genius Sports Media Limited (10197166) and Genius Sports UK Limited (04062777), appointments and resignations effective April 2026.
- Genius Sports and NFL, Extended Strategic Partnership, 2025 announcement concerning the 2029 NFL season: investors.geniussports.com.