What Gaia, Inc. told the SEC could break it.

Gaia's founder controls ~74% of voting stock and can control director elections, capital increases and any merger/asset sale; no change of control can occur without his consent, so other shareholders have limited influence.

“approximately 74 % of our voting stock and is able to exert substantial influence over and to control matters requiring approval by shareholders, including the election of directors, increasing our authorized capital stock, or a merger or sale of substantially all of our assets. As a result of Mr. Rysavy's control of us, no change of control can occur without Mr. Rysavy's consent.”

Gaia competes with other entertainment-based streaming services (including recently launched ones) for subscription members; its revenue depends on attracting and retaining members in a crowded streaming market.

“er entertainment based streaming services, including those that have recently launched.”

About 40% of Gaia's members are outside the U.S., exposing it to foreign-currency fluctuations, anti-corruption/export-control/sanctions and tariff laws, adverse foreign tax/repatriation consequences and other international risks.

“Today, approximately 40% of our members are outside of the United States.”

Gaia supplements its ~112 US employees with services from staffing organizations in other countries for customer service, content production and software engineering — a dependence on third-party offshore labor providers.

“We supplement our full-time employees with services provided by staffing organizations in other countries to support our customer service, content production and software engineering needs.”