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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ÈANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2004
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 001-31396
LEAPFROG ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
Delaware 95-4652013
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
6401 Hollis Street, Suite 150
Emeryville, CA 94608
(Address of principal executive offices)
(510) 420-5000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
Class A common stock, par value $0.0001 per share New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past 90 days. ÈYes ‘No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and
will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference
in Part III of this Form 10-K or any amendment to this Form 10-K. ‘
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). ÈYes ‘No
The aggregate market value of the common equity held by non-affiliates of the registrant calculated using the market price as
of the close of business on June 30, 2004 was approximately $541,900,000. Shares of common stock held by each current
executive officer and director and by each person who is known by the registrant to own 5% or more of the outstanding voting
power of the registrant’s common stock have been excluded from this computation in that such persons may be deemed to be
affiliates of the registrant. Share ownership information of certain persons known by the registrant to own greater than 5% of the
outstanding common stock for purposes of the preceding calculation is based solely on information on Schedule 13G filed with the
Commission and is as of June 30, 2004. This determination of affiliate status is not a conclusive determination for other purposes.
The number of shares of Class A common stock and Class B common stock, outstanding as of March 1, 2005 was 33,817,080
and 27,614,263, respectively.
DOCUMENTS INCORPORATED BY REFERENCE
The registrant has incorporated by reference in Part III of this report on Form 10-K portions of its definitive Proxy Statement
for the Annual Meeting of Stockholders, to be filed by April 30, 2005.