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 Statement

☐	Definitive Additional Materials

☐	Soliciting Material under § 240.14a-12

Life360, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☒	No fee required

☐	Fee paid previously with preliminary materials

☐	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

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LIFE360, INC.

1900 S Norfolk Street, Suite 310

San Mateo, CA 94403

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

To Be Held on Tuesday, May 27, 2025 (U.S.) and Wednesday, May 28, 2025 (Australia)

April 16, 2025

Dear Stockholder:

You are cordially invited to attend the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of LIFE360, INC., a Delaware corporation (the “Company”). The meeting will be held on Tuesday, May 27, 2025, at 4:30 p.m. Pacific Time (Wednesday, May 28, 2025, at 9:30 a.m. Australian Eastern Time) electronically via webcast at www.virtualshareholdermeeting.com/LIF2025. You will not be able to attend the meeting in person. The meeting will be held for the following purposes:

1.	To elect the three Class III directors named in this Proxy Statement to serve for a term expiring at the 2028 annual meeting of stockholders.

2.	To conduct an advisory, non-binding vote to approve the compensation of the Company’s named executive officers.

3.	To ratify the appointment by the Audit Committee of the Board of Directors of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2025.

4.	To conduct any other business properly brought before the meeting or any adjournment or postponement thereof.

This year’s Annual Meeting will be held virtually via the internet. Holders of record of Common Stock will be able to attend the Annual Meeting, submit questions and vote during the live webcast by visiting www.virtualshareholdermeeting.com/LIF2025 and entering the 16-digit Control Number distributed with these proxy materials. Holders of CHESS Depositary Interests (“CDIs”) (representing the underlying shares of Common Stock) (such holders, “CDI Holders”) will be able to attend the Annual Meeting and submit questions by visiting the website above and logging in as a guest, but will not be able to vote during the Annual Meeting via the virtual online facility. Please refer to the additional logistical details and recommendations in the accompanying proxy statement (the “Proxy Statement”). The meeting will begin at 4:30 p.m. Pacific Time on Tuesday, May 27, 2025 (9:30 a.m. Australian Eastern Time on Wednesday, May 28, 2025). Online check-in will start approximately 15 minutes before the meeting at 4:15 p.m. Pacific Time on Tuesday, May 27, 2025 (9:15 a.m. Australian Eastern Time on Wednesday, May 28, 2025). The Board of Directors has set Friday, April 4, 2025, at 2:00 a.m. Pacific Time (Friday, April 4, 2025, at 8:00 p.m. Australian Eastern Time) as the record date (the “Record Date”) to determine those holders of record of Common Stock who are entitled to notice of, to virtually attend, and to electronically vote at, the Annual Meeting or any adjournment or postponement thereof and those CDI Holders who are entitled to notice of, and to virtually attend (but not vote at), the Annual Meeting or any adjournment or postponement thereof. If you hold your shares of Common Stock or CDIs through an account with a brokerage firm, bank, or other nominee, please follow the instructions you receive from them as to how to vote your shares of Common Stock. CHESS Depositary Nominees Pty Ltd (“CDN”) will vote the applicable CDIs on behalf of each applicable CDI Holder at the Annual Meeting in accordance with the instructions received via the CDI Voting Instruction Form. Further details regarding how holders of Common Stock and CDIs can vote are set out in this Proxy Statement.

By Order of the Board of Directors,

/s/ Russell Burke

Russell Burke

Chief Financial Officer

San Mateo, CA

April 16, 2025

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IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE

ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON MAY 27, 2025

The proxy statement and the Company’s fiscal year 2024 Annual Report on Form 10-K are available online on

our website at investors.life360.com, free of charge.

You are cordially invited to attend the meeting online. Whether or not you expect to attend the annual meeting, please complete, date, sign and return the proxy or CDI Voting Instruction Form mailed to you if one was mailed to you, or vote over the telephone or the internet as instructed in these materials, as promptly as possible in order to ensure your representation at the Annual Meeting. Even if you have voted by proxy, holders of record of Common Stock may still vote online if you attend the meeting. Please note, however, that if your shares are held of record by a broker, bank or other nominee and you wish to vote at the Annual Meeting, you must obtain a proxy issued in your name from that record holder.

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LIFE360, INC.

1900 S Norfolk Street, Suite 310

San Mateo, CA 94403

PROXY STATEMENT

FOR THE 2025 ANNUAL MEETING OF STOCKHOLDERS

Tuesday, May 27, 2025 (U.S.) and Wednesday, May 28, 2025 (Australia)

MEETING AGENDA

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			Page
QUESTIONS AND ANSWERS ABOUT THESE PROXY MATERIALS AND VOTING			1
PROPOSAL 1 ELECTION OF DIRECTORS			9
INFORMATION REGARDING THE BOARD OF DIRECTORS AND CORPORATE GOVERNANCE			15
Independence of the Board of Directors			15
Board Leadership Structure			15
Role of the Board in Risk Oversight			15
Meetings of the Board of Directors			16
Information Regarding Committees of the Board of Directors			16
Communications with the Board of Directors			21
Stockholder Engagement			21
Code of Business Conduct and Ethics			21
Corporate Governance Guidelines			21
Clawback Policy			21
Insider Trading Policy			22
PROPOSAL 2 ADVISORY VOTE ON EXECUTIVE COMPENSATION			23
PROPOSAL 3 RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM			24
Principal Accountant Fees and Services			24
Pre-Approval Policies and Procedures			24
EXECUTIVE OFFICERS			26
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT			27
DELINQUENT SECTION 16(a) REPORTS			29
EXECUTIVE COMPENSATION			30
Compensation Discussion and Analysis			30
2024 Summary Compensation Table			43
2024 Grants of Plan-Based Awards			44
Outstanding Equity Awards at 2024 Fiscal Year End			45
2024 Option Exercises and Stock Vested			46
Potential Payments and Benefits Upon Termination or Change in Control			46
CEO Pay Ratio			49
Pay Versus Performance			50
Director Compensation			54
EQUITY COMPENSATION PLAN INFORMATION			56
TRANSACTIONS WITH RELATED PERSONS AND INDEMNIFICATION			57
Related Person Transactions Policy and Procedures			57
Certain Related Person Transactions			57
HOUSEHOLDING OF PROXY MATERIALS			59
OTHER MATTERS			60

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QUESTIONS AND ANSWERS ABOUT THESE PROXY MATERIALS AND VOTING

Why did I receive a notice regarding the availability of proxy materials on the internet?

Pursuant to rules adopted by the Securities and Exchange Commission (the “SEC”), we have elected to provide access to our proxy materials over the internet. Accordingly, we are sending you a Notice of Internet Availability of Proxy Materials (the “Notice”) because the Board of Directors (the “Board”) of Life360, Inc. (sometimes referred to as the “Company” or “Life360”) is soliciting your proxy to vote at the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) to be held virtually on Tuesday, May 27, 2025, at 4:30 p.m. Pacific Time (Wednesday, May 28, 2025, at 9:30 a.m. Australian Eastern Time), including at any adjournments or postponements of the meeting. All stockholders or holders of CHESS Depositary Interests (“CDIs”, and each such holder, a “CDI holder”) will have the ability to access the proxy materials on the website referred to in the Notice or request to receive a printed set of the proxy materials. Instructions on how to access the proxy materials over the internet or to request a printed copy may be found in the Notice.

We intend to mail the Notice on or about Wednesday, April 16, 2025 (U.S.) (being Thursday, April 17, 2025 (Australia)) to all stockholders of record entitled to vote at the Annual Meeting.

Will I receive any other proxy materials by mail?

We may send stockholders a proxy card, along with a supplement to the Notice, on or after Wednesday, April 16, 2025 (U.S.) (being Thursday, April 17, 2025 (Australia)).

What is a proxy?

If you are a stockholder of record and you designate another person or entity to vote shares that you own of record, such other person or entity is referred to as your proxy. If you designate someone as your proxy in a written document, that document is also called a proxy or a proxy card. When you designate a proxy, you may also direct the proxy how to vote your shares. This is referred to as your “proxy vote.”

How do I attend the Annual Meeting?

You are entitled to attend the Annual Meeting if you were a stockholder or a CDI holder as of 2:00 a.m. Pacific Time on Friday, April 4, 2025 (8:00 p.m. Australian Eastern Time on Friday, April 4, 2025) (the “Record Date”), or hold a valid proxy for the meeting.

If you are a stockholder of record, to be admitted to the Annual Meeting, you will need to visit www.virtualshareholdermeeting.com/LIF2025 and enter the 16-digit Control Number found next to the label “Control Number” on your Notice of Internet Availability, proxy card or voting instruction form, or in the email sending you this Proxy Statement.

If you are a beneficial owner of shares held in Street Name (as defined below) and wish to attend the Annual Meeting, you should contact the bank, broker or other institution where you hold your account well in advance of the meeting if you have questions about obtaining your Control Number.

If you are a CDI holder, to be admitted to the Annual Meeting, you will need to login as a guest. To view the meeting webcast visit www.virtualshareholdermeeting.com/LIF2025 and register as a guest, but you will not be able to vote your CDIs during the meeting via the online facility.

Whether or not you attend the Annual Meeting, it is important that your shares or CDIs be represented.

We encourage you to access the Annual Meeting before it begins. Online check-in will start approximately 15 minutes before the meeting at 4:15 p.m. Pacific Time on Tuesday, May 27, 2025 (9:15 a.m. Australian Eastern Time on Wednesday, May 28, 2025).

What if I cannot find my Control Number?

Please note that if you do not have your Control Number and you are a registered stockholder (that is, the shares are held in your name), you may call Broadridge at +1-844-976-0738 (U.S. Toll Free) or 303-552-9301 (International) on Tuesday, May 27, 2025 beginning at 5 a.m. Pacific Time (Wednesday, May 28, 2025 beginning at 10 p.m. Australian Eastern Time) and Broadridge will be able to provide your Control Number to you.

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If you are a beneficial owner of shares held in Street Name (as defined below) (that is, you hold your shares in an account at a bank, broker or other holder of record), you will need to contact that bank, broker or other holder of record to obtain your Control Number prior to the Annual Meeting.

Where can we get technical assistance?

If you have difficulty accessing the virtual meeting, a technical assistant phone number will be made available on the virtual meeting registration page 15 minutes prior to the start of the meeting.

How do we ask questions of management and the board?

We plan to have a Questions & Answers session at the Annual Meeting and will include as many questions as the allotted time permits. Only stockholders of record, beneficial owners of shares held in Street Name (as defined below) and CDI holders that attend the Annual Meeting via the virtual online facility will be able to ask questions at the Annual Meeting. If you have a specific question that you would like to submit to the chair of the meeting, please send your question via email to investors@life360.com OR by mail. For CDI holders, please mail your questions to: Company Matters Level 41, 161 Castlereagh Street, Sydney NSW Australia 2000 (PO Box 20547, World Square NSW Australia 2002) Attention: Kimberly Sue, no later than Friday, May 23, 2025 at 6:30 p.m. Pacific Time (Saturday, May 24, 2025 at 11:30 a.m. Australian Eastern Time). For holders of Common Stock, please mail your questions to: Life360, Inc., c/o Investor Relations, 1900 S Norfolk Street, Suite 310, San Mateo, CA 94403, USA. Only questions pertinent to the business to be conducted at the Annual Meeting will be answered during the meeting, subject to time constraints. Questions that are substantially similar may be grouped together and we may provide a single response to avoid repetition.

If I miss the Annual Meeting, will there be a copy posted online?

Yes, a replay of the Annual Meeting webcast will be made available at our Investor Relations website at investors.life360.com as soon as practicable after the Annual Meeting and remain for at least one year.

Who can vote at the Annual Meeting?

The following securityholders as of the Record Date will be entitled to vote at the Annual Meeting and any adjournment or postponement thereof:

•	Stockholders of record,

•	Beneficial owners of shares held in Street Name (as defined below) who obtain a “legal proxy” from their applicable broker, bank, trustee, or other nominee giving such holder the right to vote the shares at the Annual Meeting, and

•	CDI holders who nominate themselves or another person to be appointed as CDN’s proxy with respect to the shares underlying their CDIs by completing Step 1 in the CDI Voting Instruction Form.

Stockholder of Record: Shares Registered in Your Name

If you own shares registered directly in your name with the Company’s U.S. share registrar, Computershare Trust Company, N.A. (“Computershare U.S.”), you are considered the stockholder of record with respect to those shares. As a stockholder of record, you have the right to grant your voting proxy directly to the Company or to vote in person at the Annual Meeting by registering and participating in the virtual online facility. Whether or not you plan to attend the meeting, we urge you to vote as soon as possible, using one of the methods listed below at “How do I vote if I hold shares of Common Stock?”. Even if you currently plan to attend the virtual meeting and vote your shares at the Annual Meeting, we recommend that you vote your shares in advance as described below so that your vote will be counted if you later decide not to attend the meeting. If you submit your vote by proxy and later decide to vote in person at the Annual Meeting by registering and participating in the virtual online facility, the vote you submit at the Annual Meeting will override your proxy vote. See “How do I vote if I hold shares of Common Stock?” below.

Beneficial Owner: Shares Registered in the Name of a Broker, Bank or Other Nominee

If your shares are held in a stock brokerage account or by a bank, trust or other nominee, then the broker, bank, trust or other nominee is considered to be the stockholder of record with respect to those shares, while you are considered the beneficial owner of those shares and your shares are held in street name (“Street Name”). Street

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Name holders generally cannot vote their shares directly. If you are a Street Name holder, you should expect to receive a voting instruction form and materials from your broker, bank, trust or other nominee with instructions on how to vote your shares based on the proposals and voting options disclosed in the voting instruction form. Since a Street Name holder is not the stockholder of record, the Street Name holder may not vote their shares in person via the virtual online facility at the Annual Meeting unless such holder obtains a “legal proxy” from their applicable broker, bank, trustee, or other nominee giving such holder the right to vote the shares at the Annual Meeting. See “How do I vote if I hold shares of Common Stock?” below.

CDI Holders

If you are a CDI holder, you can participate in the Annual Meeting by registering as a guest in the virtual online facility. However, because the holders of CDIs are not the legal owners of the underlying shares of Common Stock, CDI holders are unable to vote during the meeting, unless such holders have, prior to the Annual Meeting, nominated themselves or another person to be appointed as CDN’s proxy with respect to the shares underlying their CDIs by completing Step 2 in the CDI Voting Instruction Form. CHESS Depositary Nominees Pty Ltd (“CDN”) is the stockholder of record for all shares beneficially owned by holders of CDIs. Holders of CDIs are entitled to receive the Notice and attend the Annual Meeting and may vote by using the methods described in the CDI Voting Instruction Form. For votes to be counted, the CDI Voting Instruction Form must be lodged with the Company’s Australian share registrar, Computershare Investor Services Pty Limited (“Computershare AUS”), the agent the Company has designated for the collection and processing of voting instructions from the Company’s CDI holders, no later than 5:00 p.m. Australian Eastern Time on Friday, May 23, 2025 (12:00 a.m. Pacific Time on Friday, May 23, 2025) and in a manner as set out in the Notice of Annual Meeting and this Proxy Statement. Computershare AUS is required to follow the voting instructions properly received from holders of CDIs. See “How do I vote if I hold CDIs?” below.

What am I voting on?

There are three matters scheduled for a vote:

•	the election of the three Class III directors named in this Proxy Statement (“Proposal 1”);

•	the approval, on an advisory, non-binding, basis of the compensation of the Company’s named executive officers (“Proposal 2”); and

•	the ratification of the appointment by the Audit Committee of the Board of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2025 (“Proposal 3”).

What if another matter is properly brought before the meeting?

The Company knows of no other matters that will be presented for consideration at the Annual Meeting other than the proposals named in this Proxy Statement. If any other matters are properly brought before the meeting, it is the intention of the persons named in the accompanying proxy to vote with discretionary authority on such matters in accordance with their best judgment.

How do I vote if I hold shares of Common Stock?

At the Annual Meeting, every holder of Common Stock, either present in person (virtual attendance) or by proxy, is entitled to one vote for each share of Common Stock held on the Record Date on all matters submitted to a vote of the stockholders.

If you are a stockholder of record, you can vote in any of the following ways:

In person (virtual attendance)

Physical attendance at the Annual Meeting is not available. Stockholders may attend the virtual online facility by accessing the following link: www.virtualshareholdermeeting.com/LIF2025 and vote online using the facility during the meeting.

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Proxy forms

You may vote by submitting a signed and dated proxy card.


By mail			Vote Processing c/o Broadridge 51 Mercedes Way Edgewood, NY 11717, USA To ensure your votes are cast, your signed and dated proxy card must be received by Broadridge no later than 8:59 p.m. Pacific Time on Monday, May 26, 2025 (1:59 p.m. Australian Eastern Time on Tuesday, May 27, 2025).
Online			www.proxyvote.com Follow the directions or the Notice and use your 16-digit Control Number. Proxies submitted online must be submitted no later than 8:59 p.m. Pacific Time on Monday, May 26, 2025 (1:59 p.m. Australian Eastern Time on Tuesday, May 27, 2025).
By phone			1-800-690-6903 (USA, US Territories & Canada only). Follow the instructions provided by the recorded message. Follow the directions or the Notice and use your 16-digit Control Number. Proxies submitted online must be submitted no later than 8:59 p.m. Pacific Time on Monday, May 26, 2025 (1:59 p.m. Australian Eastern Time on Tuesday, May 27, 2025).

If you are a Street Name holder, you should receive a voting instruction form from your broker, bank, trust, or other nominee with instructions on how to vote your shares based on the proposals and voting options disclosed in the voting instruction form, which is similar to the voting procedures for stockholders of record. To vote prior to the meeting, simply follow the voting instructions in the voting instruction form to ensure that your vote is counted. To vote at the Annual Meeting, you must obtain a valid proxy from your broker, bank or other agent prior to the Annual Meeting. Follow the instructions from your broker, bank or other agent included with these proxy materials, or contact that organization to request a proxy form.

How do I vote if I hold CDIs?

If you are a CDI holder you may attend the virtual Annual Meeting but will not be able to lodge a vote at the meeting using the virtual online facility. You must therefore take one of the following actions in order to vote:


a)			Vote the shares underlying your CDIs by completing and returning your CDI Voting Instruction Form (as described above) which must be lodged with Computershare AUS by no later than 5:00 p.m. Australian Eastern Time on Friday, May 23 (12:00 a.m. Pacific Time on Friday, May 23, 2025), in accordance with the instructions on that form.
By mail			Share Registry – Computershare Investor Services Pty Limited, GPO Box 242, Melbourne Victoria 3001, Australia
By fax			1800 783 447 (within Australia) +61 3 9473 2555 (outside Australia)
Online			www.investorvote.com.au
b)			Inform Computershare AUS by no later than 5:00 p.m. Australian Eastern Time on Friday, May 23 (12:00 a.m. Pacific Time on Friday, May 23, 2025) that you wish to nominate yourself or another person to be appointed as CDN’s proxy with respect to the shares underlying your CDIs for the purposes of attending and voting at the Annual Meeting by completing Step 2 in the CDI Voting Instruction Form.

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Internet voting will be provided to allow you to vote your shares or CDIs online, with procedures designed to ensure the authenticity and correctness of your voting instructions. However, please be aware that you must bear any costs associated with your internet access, such as usage charges from internet access providers and telephone companies.

How many votes do I have?

On each matter to be voted upon, you have one vote for each share of Common Stock you own as of the Record Date. Each CDI represents 1/3 of a share of Common Stock. Therefore, each CDI holder will be entitled to one vote for every 3 CDIs that they hold. Only full shares of Common Stock will count towards the vote, fractional shares will not be voted. To the extent a holder’s CDIs represent a fractional share of Common Stock, such fractional share will not count towards the vote.

As at the Record Date, there are 76,421,100 shares of Common Stock outstanding, including shares underlying all issued and outstanding CDIs (such outstanding shares of Common Stock, including shares underlying all issued and outstanding CDIs, being equivalent to 229,263,300 CDIs), all of which are entitled to vote with respect to the items to be acted upon at the Annual Meeting, subject to applicable voting exclusions. Therefore, there are currently a total of 76,421,100 votes entitled to be cast at the Annual Meeting, or at adjournments or postponements thereof.

Will my shares or CDIs be voted if I do not return my proxy or CDI Voting Instruction Form?

If you hold your shares of Common Stock directly in your own name, they will not be voted if you do not provide a proxy and you do not personally vote at the Annual Meeting via the online voting platform. Your shares of Common Stock may be voted under limited circumstances if they are held in the name of a U.S. brokerage firm. U.S. brokerage firms generally have the authority to vote a customer’s unvoted shares on certain “routine” matters. At the Annual Meeting, the proposals to ratify the appointment of the Company’s independent public accountants of authorized shares is the only “routine” matter. When a brokerage firm votes its customer’s unvoted shares, these shares are counted for the purposes of establishing a quorum.

If you hold CDIs, they will not be voted if your completed CDI Voting Instruction Form is not provided to Computershare AUS by 5:00 p.m. Australian Eastern Time on Friday, May 23, 2025 (12:00 a.m. Pacific Time on Friday, May 23, 2025), in accordance with the instructions on that form.

What if I return my proxy card or CDI Voting Instruction Form but do not include voting instructions?

Proxies that are signed and returned but do not include voting instructions will be voted as recommended by the Board as described in this Proxy Statement, and in the discretion of the proxy holders as to any other business (other than the proposals contained in this Proxy Statement) which may properly come before the Annual Meeting.

If you are a Street Name holder and do not provide the organization that holds your shares with specific voting instructions, the broker, bank or other agent that holds your shares may generally vote your shares on “routine” matters but cannot vote on “non-routine” matters. Proposals 1 and 2 are considered to be “non-routine” under the applicable rules. Accordingly, if you are a beneficial owner of shares held in Street Name, in order to ensure your shares are voted in the way you would prefer, you must provide voting instructions to your broker, bank or other agent by the deadline provided in the materials you receive from your broker, bank or other agent. However, Proposal 3 is considered to be a “routine” matter under the applicable rules, meaning that if you do not provide voting instructions to your broker, bank or other agent by its deadline, your shares may be voted upon Proposal 3 by your broker, bank or other agent.

If a CDI holder does not include voting instructions in the CDI Voting Instruction Form in respect of a proposal, no vote will be cast on that proposal for that CDI holder.

What are “broker non-votes”?

If you are a Street Name holder and do not give voting instructions to your broker, bank or other agent, the broker, bank or other agent cannot vote your shares on “non-routine” matters and these un-voted shares are counted as “broker non-votes.” Broker non-votes will be counted for purposes of calculating whether a quorum is present at the Annual Meeting, but will not affect the outcome of the election of our directors or the advisory vote to approve our executive compensation, as these matters are determined based on the number of votes cast and broker non-votes are not considered votes cast.

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Who is paying for this proxy solicitation?

The Company will pay for the cost of proxy preparation and solicitation, including the reasonable charges and expenses of brokerage firms, banks, trusts, or other nominees for forwarding proxy materials to Street Name holders and CDI holders. The Company is soliciting proxies by mail. In addition, the directors, officers and regular employees of the Company may solicit proxies personally, telephonically, electronically or by other means of communication. The Company’s Directors, officers and regular employees will receive no additional compensation for their services other than their regular compensation. The Company has engaged Nasdaq Corporate Solutions, LLC to solicit proxies for an estimated fee of $11,000, plus expenses.

What does it mean if I receive more than one Notice, proxy card or voting instruction form?

If you receive more than one Notice, proxy card or voting instruction form, your shares or CDIs may be registered in more than one name or in more than one account. Please follow the voting instructions for each Notice, proxy card or voting instruction form you receive to ensure that all of your shares are voted.

How do I change my vote or revoke my proxy or voting instructions?

If you are the record holder of your shares, you may revoke your proxy prior to the completion of voting at the Annual Meeting in any one of the following ways:

•	filing a written notice of revocation with Broadridge by no later than 8:59 p.m. Pacific Time on Monday, May 26, 2025 (1:59 p.m. Australian Eastern Time on Tuesday, May 27, 2025) in the manner specified below;

•	submitting a properly signed proxy card with a later date or submitting a later proxy by phone or online by no later than 8:59 p.m. Pacific Time on Monday, May 26, 2025 (1:59 p.m. Australian Eastern Time on Tuesday, May 27, 2025); or

•	attending the Annual Meeting using the virtual online facility, revoking your proxy, and voting via the online facility. Simply attending the meeting will not, by itself, revoke your proxy.

The written notice to change or revoke your proxy to Broadridge must be delivered to: Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717, USA.

Your most current proxy card or telephone or internet proxy is the one that is counted.

If you are a Street Name holder, you may submit new voting instructions by contacting your broker, bank, or other nominee. You may also change your vote or revoke your voting instructions via the virtual online facility at the Annual Meeting if you obtain a signed proxy from the record holder (broker, bank, or other nominee) giving you the right to vote the shares.

If you are a CDI holder and you complete the CDI Voting Instruction Form, you may revoke those directions by delivering to Computershare AUS, by 5:00 p.m. Australian Eastern Time on Friday, May 23, 2025 (12:00 a.m. Pacific Time on Friday, May 23, 2025), a written notice of revocation bearing a later date than the CDI Voting Instruction Form previously sent. The written statement can be delivered to Computershare Investor Services Pty Limited, GPO Box 242, Melbourne Victoria 3001, Australia, or hand delivered to such address. Alternatively, if you have previously submitted a completed CDI Voting Instruction Form to Computershare, you may change (but not revoke) your vote by logging on to www.investorvote.com.au by 5:00 p.m. Australian Eastern Time on Friday, May 23, 2025 (12:00 a.m. Pacific Time on Friday, May 23, 2025). In addition, if you are a CDI holder and prior to the Annual Meeting you nominate yourself or another person to be appointed as CDN’s proxy with respect to the shares underlying your CDIs by completing Step 2 in the CDI Voting Instruction Form, you may vote at the Annual Meeting.

When are stockholder proposals and director nominations due for the 2026 annual meeting of stockholders?

To be considered for inclusion in next year’s proxy materials, in accordance with Rule 14a-8 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), your proposal must be submitted in writing so that it is received by the Company at its principal executive offices no later than Wednesday, December 17, 2025 (U.S.) (Thursday, December 18, 2025 (Australia)), and otherwise comply with SEC rules. The Company requests that all such proposals be addressed to Life360, Inc., Attn: Management, 1900 S Norfolk Street, Suite 310, San Mateo, CA 94403 and mailed by certified mail, return receipt requested.

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If you wish to submit a director nomination that is not to be included in next year’s proxy materials, you must comply with the requirements of proxy access as set forth in the Company’s Bylaws. For the 2026 Annual Meeting of Stockholders, such nominations must be received by the Company no earlier than the close of business on the 120th day and no later than the 90th day before the first anniversary in connection with the preceding year’s annual meeting of stockholders. To be timely for the 2026 Annual Meeting of Stockholders, any such notice must be received by the Company at the address above no later than Thursday, February 26, 2026 (U.S.) (Friday, February 27, 2026 (Australia)) and not before Tuesday, January 27, 2026 (U.S.) (Wednesday, Thursday, January 28, 2026 (Australia)).

In addition, to comply with the universal proxy rules, stockholders who intend to solicit proxies in support of director nominees other than the Company’s nominees must provide notice that sets forth the information required by Rule 14a-19 promulgated under the Exchange Act no later than Monday, March 30, 2026 (U.S.) (Tuesday, March 31, 2026 (Australia)).

How are votes counted?

Votes will be counted by the inspector of election appointed for the meeting, who will separately count, for the proposal to elect directors (Proposal 1), votes “For,” “Withhold” and, if applicable, broker non-votes and, with respect to the proposal to approve, on an advisory basis, the compensation of the Company’s named executive officers (Proposal 2) and the proposal to ratify the appointment by the Audit Committee of the Board of Directors of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2025 (Proposal 3), votes “For” and “Against,” abstentions and, if applicable, broker non-votes. Abstentions are not applicable with respect to Proposal 1. For Proposals 2 and 3, abstentions will have no effect and will not be counted towards the vote total for any of those proposals.

For proposals 1 and 2, broker non-votes (if any) will have no effect and will not be counted towards the vote total for any of these proposals. Brokers are permitted to vote on Proposal 3.

How many votes are needed to approve each proposal?

Subject to voting exclusion statements for a particular proposal, the following table summarizes the minimum vote needed to approve each proposal and the effect of abstentions.

Proposal

Number

Proposal Description

Vote Required for Approval

Effect of

Abstentions

Effect of Broker

Non-Votes

Election of Directors

Nominees receiving the most “For” votes; withheld votes will have no effect.

Not applicable

No effect

Advisory vote on executive compensation

“For” votes from the holders of a majority of votes cast affirmatively or negatively

No effect

Ratification of the appointment of the independent registered public accounting firm

“For” votes from the holders of a majority of votes cast affirmatively or negatively

No effect

Brokers have discretion to vote on this proposal

What is the quorum requirement?

A quorum of stockholders is necessary to hold a valid meeting. A quorum will be present if holders of at least one-third of the shares issued and outstanding and entitled to vote are present in person via the virtual online facility at the Annual Meeting or represented by proxy evidenced by a properly returned proxy card (in the case of holders of Common Stock) or CDI Voting Instruction Form (in the case of holders of CDIs). On the Record Date, there were 76,421,100 shares of Common Stock (including Common Stock underlying CDIs) issued and outstanding and entitled to vote.

Abstentions and broker non-votes will be counted towards the quorum requirement. If there is no quorum, either the chair of the meeting or the holders of a majority of shares present at the meeting or represented by proxy may adjourn the meeting to another date and time.

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How can I find out the results of the voting at the Annual Meeting?

Preliminary voting results will be announced at the Annual Meeting. In addition, final voting results will be published in a current report on Form 8-K that we expect to file within four business days after the Annual Meeting. If final voting results are not available to us in time to file a Form 8-K within four business days after the meeting, we intend to file a Form 8-K to publish preliminary results and, within four business days after the final results are known to us, file an additional Form 8-K to publish the final results.

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PROPOSAL 1

ELECTION OF DIRECTORS

Our Board is divided into three classes. Each class consists, as nearly as possible, of one-third of the total number of directors, and each class has a three-year term. The Board presently has nine members. There are three directors in Class III whose term of office expires in 2025. Each of the nominees listed below in this Proxy Statement is currently a director of the Company, and, as nominated by our Board of Directors and at the recommendation of our Nominating and Corporate Governance Committee, have been nominated for re-election to serve as Class III directors. If elected at the Annual Meeting, each of these nominees would serve for a term expiring at the 2028 annual meeting. Each director will hold office until his or her successor has been duly elected and qualified, or, if sooner, until the director’s death, resignation or removal. It is the Company’s policy to encourage directors and director nominees to attend the Annual Meeting. All of the directors, other than Randi Zuckerberg, attended the 2024 Annual Meeting of Stockholders.

Directors are elected by a plurality of the votes cast on the election of directors by holders of shares present at the meeting or represented by proxy. Accordingly, the three nominees receiving the highest number of affirmative votes will be elected. Shares represented by executed proxies will be voted, if authority to do so is not withheld, for the election of the three nominees named below. If any nominee becomes unavailable for election as a result of an unexpected occurrence, shares that would have been voted for that nominee will instead be voted for the election of a substitute nominee proposed by the Company. Each person nominated for election has agreed to serve if elected. The Company’s management has no reason to believe that any nominee will be unable to serve.

Below are the skills, competencies and attributes that our Board and our Nominating and Corporate Governance Committee consider important for our directors to have, considering our current business and future market opportunities:

•	Executive Management, Leadership & Strategy: Experience and an ability to evaluate the performance of the CEO and senior executive managers and oversee strategic organizational and human resources initiatives.

•	Governance / Risk Management: Ability to identify, assess and monitor key risks in the company in a wide range of areas.

•	U.S. Listed Company Experience: Experience on the Board or as a senior executive for a U.S. listed company other than on the ASX, resulting in familiarity with the U.S. listing Rules, including the requirement for continuous disclosure.

•	ASX Experience: Experience on the Board or as a senior executive for an ASX Listed company, resulting in familiarity with the ASX rules, including the requirement for continuous disclosure.

•	Finance / Accounting: Qualification / experience in accounting and / or finance and the ability to analyze and critically assess financial statements, viability and performance; contribute to strategic financial planning and oversee budgets and funding arrangements.

•	Legal: Qualification / experience in law and the ability to contribute to the assessment of the legal risk profile of the company.

•	Marketing: Knowledge and experience in the strategic use of marketing and its inter-relationship with sales and product.

•	IT / Product: Knowledge and experience in the strategic use of information technology and design of product, particularly in relation to online businesses.

•	Business Development / M&A: Knowledge and experience in identifying and assessing business development opportunities, in particular experience in negotiating, assessing commercial terms and completing mergers / acquisitions or disposals.

•	Technology: Knowledge, experience and networks in the technology industry, either through direct involvement or through the provision of services to the businesses in the early stage of development.

•	Online: Knowledge, experience and networks in the online industry, with a keen understanding of current trends and the ability to think forward to upcoming developments including disruption.

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•	Hardware: Knowledge, experience and networks in the hardware industry, with a keen understanding of current trends and the ability to think forward to upcoming developments including disruption.

•	International: Knowledge and experience in markets outside of the U.S., with a preference for experience in the geographical areas in which the company has active users.

•	People & Culture: Experience in managing people, including the ability to evaluate the CEO and senior executive performance, oversee strategic human resource management, workplace culture and the promotion of diversity and inclusion.

•	Remuneration: Experience in developing, setting and assessing remuneration arrangements for the CEO and senior executives resulting in a high-performance culture.

The following is a brief biography of each nominee and each director whose term will continue after the Annual Meeting.

Nominees for Election for a Three-Year Term Expiring at the 2028 Annual Meeting

Chris Hulls, age 41, co-founded Life360 in April 2007 and has served as Life360’s Chief Executive Officer and a member of Life360’s Board since then. Mr. Hulls has been an angel investor in, or an advisor to, several technology companies, including Tile, Inc. (“Tile”), Credible Behavioral Health, Inc., Ring LLC, Automattic Inc., Honk Technologies, Inc. and Zendrive Inc. Mr. Hulls received his Bachelor of Science in Business Administration with Highest Honors at the University of California, Berkeley after serving in the United States Air Force.

Key Skills and Qualifications: Mr. Hulls has served on the Board since the Company’s formation and has remained on the Board due to the deep institutional knowledge he brings as Co-Founder and Chief Executive Officer of the Company and his business and technology company experience, including investing in and advising technology companies.

Charles “CJ” Prober, age 53, has served as a member of Life360’s Board since January 2022. Mr. Prober has served as the Chief Executive Officer and member of the Board of NETGEAR, Inc. since January 2024. Mr. Prober also served as Life360’s President and Chief Executive Officer of Tile from January 2022 to July 2023. Prior to this, Mr. Prober served as the Chief Executive Officer of Tile from September 2018 until its acquisition by Life360 and as a member of Tile’s Board since February 2018, including as its Executive Chairman from February 2018 to September 2018. He served as the Chief Operating Officer of GoPro, Inc. (Nasdaq: GPRO) from January 2017 to February 2018 and its Senior Vice President of Software and Services from June 2014 to December 2016. Mr. Prober has also held positions at Electronic Arts Inc. (Nasdaq: EA), McKinsey & Company and Wilson Sonsini Goodrich & Rosati. Mr. Prober has also served as a member of the board of directors of Glorious Gaming from January 2024 to February 2025. Mr. Prober received his Bachelor of Commerce from the University of Manitoba and a Bachelor of Laws from McGill University.

Key Skills and Qualifications: Mr. Prober was selected to serve on the Board due to his institutional knowledge as the Chief Executive Officer of Tile and his expertise in the mobile app and technology industry.

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John Philip Coghlan, age 73, has served as a member of Life360’s Board since November 2009. In February 2017, Mr. Coghlan co-founded the Rivet School, a non-profit start-up focused on providing debt-free college degree attainment, where he currently serves as a board member. Mr. Coghlan previously served as President and Chief Executive Officer of Visa U.S.A. and as Vice Chairman of the Charles Schwab Corporation (NYSE: SCHW). He received a Bachelor of Arts in Psychology from Stanford University, a Master of Arts in Economics and Public Policy from Princeton University and a Master of Business Administration from Harvard Business School.

Key Skills and Qualifications: Mr. Coghlan was selected to serve on the Board due to his experience as an executive and board member of multiple large companies.

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THE BOARD OF DIRECTORS RECOMMENDS

A VOTE IN FAVOR OF EACH NAMED NOMINEE.

Class I Directors Continuing in Office Until the 2026 Annual Meeting

Mark Goines, age 71, has served as a member of Life360’s Board since April 2019. Mr. Goines served as the Vice Chairman of Personal Capital Corporation from June 2016 to September 2020 and as its Chief Marketing Officer and Chief Strategy Officer from January 2012 to September 2020. He currently serves on the boards of several private technology and app building companies, including BillFloat, Inc., Odeko, LLC, Ascend Credit, Inc., Candex Solutions Inc., Human Interest, Inc., Chocolate Holdings LLC and Bloom Credit Inc. Mr. Goines earned his Bachelor of Science and Master of Business Administration from the University of California, Berkeley.

Key Skills and Qualifications: Mr. Goines was selected to serve on the Board due to his executive experience and industry expertise gained from serving on the boards of multiple growth focused technology and app-building companies.

Alex Haro, age 39, co-founded Life360, has served as a member of Life360’s Board since August 2008 and previously served as Life360’s President from June 2014 to January 2020 and Chief Technology Officer from August 2008 to December 2020. Since October 2021, he has served as the executive chairman and Chief Executive Officer for Hubble Network Inc. In January 2020, Mr. Haro co-founded and currently serves as the Chief Technology Officer and board member of MyMoneyKarma Infomatics India Private Limited. In 2015, Mr. Haro was recognized by Forbes 30 Under 30 in Consumer Technology. Prior to Life360, he worked on Orbited. Mr. Haro studied Computer Science at Pomona College.

Key Skills and Qualifications: Mr. Haro was selected to serve on the Board due to his institutional knowledge as a Co-Founder and former Chief Technology Officer, as well as his extensive technology industry experience.

Randi Zuckerberg, age 43, has served as a member of Life360’s Board since January 2021. Ms. Zuckerberg has worked with more than 20 early and mid-stage companies as an investor and advisor. She serves as a member of the boards of several companies including Life360 and The Motley Fool, LLC. She previously served as a member of the boards of Athena Technology Acquisition Corp. II (NYSE: ATEK), a special purpose acquisition company from 2021 to 2024 and Go Noodle, Inc. from 2020 to 2023. Additionally, she has previously served as a strategic advisor to Open Deal Portal LLC (d/b/a, Republic) and OkCoin, Inc. Over the course of her career, she has helped families navigate the digital world. Through the company she founded in 2012, Zuckerberg Media, she has created award-winning content and experiences that educate families and bring to light issues around digital literacy and safety. Ms. Zuckerberg is the best-selling author of four books, producer of multiple television shows and theater productions, and she hosts a weekly radio show on SiriusXM. Ms. Zuckerberg has been recognized with an Emmy nomination, three Tony awards, a Drama Desk Award, and a Kidscreen Award. Prior to founding her own company, Ms. Zuckerberg was an early employee at Facebook, where she created Facebook Live. She holds a Bachelor of Arts in Psychology from Harvard University.

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Key Skills and Qualifications: Ms. Zuckerberg was selected to serve on the Board due to her extensive background investing in and advising technology and public companies.

Class II Directors Continuing in Office Until the 2027 Annual Meeting

Brittany Morin, age 39, has served as a member of Life360’s Board since January 2018. Ms. Morin founded Offline Ventures, an early stage venture fund with $250M+ AUM, in March 2020 and is the managing director. She is also the founder, Chief Executive Officer and board member of Brit Media, Inc., a digital media and commerce brand, founded in 2011. She also previously served on the board of Girl Scouts of America and worked at Google LLC (Nasdaq: GOOG) and Apple Inc. (Nasdaq: AAPL). Ms. Morin was named one of Ad Age’s 40 Under 40 in 2018, Forbes 30 Under 30 in 2014 and Fortune’s Most Promising Entrepreneurs in 2015. Ms. Morin received her Bachelor of Science in Business and Communications summa cum laude from the University of Texas at Austin.

Key Skills and Qualifications: Ms. Morin was selected to serve on the Board due to her entrepreneurial experience starting and leading venture capital and consumer internet companies.

James Synge, age 57, has served as a member of Life360’s Board since May 2019 and started as an early investor in 2008. Mr. Synge has also served as a Partner at Carthona Capital FS Pty Ltd, an Australian venture capital fund, since 2014. He has held senior positions at Bankers Trust Company Australia, Deutsche Bank AG Frankfurt and UBS AG Zurich. Mr. Synge holds a Bachelor of Business from the University of Technology Sydney and a Master of Tax from the University of Sydney.

Key Skills and Qualifications: Mr. Synge was selected to serve on the Board due to his venture capital experience and extensive financial industry knowledge.

David Wiadrowski, age 65, has served as a member of Life360’s Board since March 2019. Mr. Wiadrowski previously served as Director and Chief Financial Officer of ELEVACAO Foundation, Inc., an Australian non-profit committed to empowering women entrepreneurs, from July 2016 to July 2017, and prior thereto served in various positions at PricewaterhouseCoopers Australia over a 37 year period, including as Partner and Chief Operating Officer. He currently also serves on the boards of three other Australian listed companies including: oOh! Media Limited (ASX: OML), Car Group Limited (ASX: CAR) and IPH Limited (ASX: IPH), and on the board of a private company, the Cambodian Children’s Fund Australia Limited. He holds a Bachelor of Commerce from the University of New South Wales, is a Fellow of the Chartered Accountants of Australia and New Zealand and is a graduate of the Australian Institute of Company Directors.

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Key Skills and Qualifications: Mr. Wiadrowski was selected to serve on the Board due to his financial industry expertise and experience serving on the boards of several Australian public companies.

Board Diversity

The Nominating and Corporate Governance Committee recognizes that a variety of personal backgrounds, perspectives and experiences is essential to proper functioning of our Board and that the judgments and viewpoints offered by a diverse board of directors improves the quality of decision-making and enhances board performance. Of our total nine directors, we have two directors who are female, one male director that identifies as Hispanic and one male director that identifies as Asian.

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INFORMATION REGARDING THE BOARD OF DIRECTORS AND CORPORATE GOVERNANCE

Independence of the Board of Directors

We have assessed the independence of our directors with respect to the definitions of independence prescribed by each of the Nasdaq Stock Market (“Nasdaq”) and the SEC, and our Corporate Governance Guidelines (“Guidelines”). Our Guidelines are available to stockholders on the Company’s website at investors.life360.com.

Consistent with these considerations, after review of all relevant identified transactions or relationships between each director, or any of his or her family members, and the Company, its senior management and its independent auditors, the Board has affirmatively determined that the following six directors are independent directors within the meaning of Nasdaq independence standards and for the purposes of our Guidelines: Messrs. Coghlan, Synge, Goines and Wiadrowski and Mses. Morin and Zuckerberg. In making this determination, the Board found that none of these directors or director nominees had a material or other disqualifying relationship with the Company. The Board determined that Mr. Hulls is not independent because he is a co-founder of the Company and serves as its Chief Executive Officer. The Board determined that Mr. Haro is not independent because he is a co-founder of the Company. The Board determined that Mr. Prober is not independent because he served as the President of the Company until July 2023. In making this determination, the Board additionally considered the transaction discussed in the section titled “Certain Related Person Transactions” in this Proxy Statement and that each of John Philip Coghlan, Chris Hulls, Brittany Morin, James Synge and Randi Zuckerberg have direct or indirect immaterial economic interests in Hubble Network, Inc.

Board Leadership Structure

The Board of the Company has an independent chair (the “Board Chair”), Mr. Coghlan, who has authority, among other things, to call and preside over meetings of the Board, including executive sessions of the independent directors, to set meeting agendas and to determine materials to be distributed to the Board. Accordingly, the Board Chair has substantial ability to shape the work of the Board. The Company believes that separation of the positions of Board Chair and Chief Executive Officer reinforces the independence of the Board in its oversight of the business and affairs of the Company. In addition, the Company believes that having an independent Board Chair creates an environment that is more conducive to objective evaluation and oversight of management’s performance, increasing management accountability and improving the ability of the Board to monitor whether management’s actions are in the best interests of the Company and its stockholders. As a result, the Company believes that having an independent Board Chair can enhance the effectiveness of the Board as a whole.

Role of the Board in Risk Oversight

One of the Board’s key functions is informed oversight of the Company’s risk management process. The Board is responsible for assessing major risks facing the Company and considering ways to address those risks and overseeing the establishment and maintenance of processes and conditions to manage these risks and maintain the integrity of the Company. A key component of our risk management framework is the regular review of key risks and opportunities by our leadership team. An assessment of areas of potential risks to the business, estimated likelihoods and mitigation strategies is performed annually. Identified risks are included in a risk register, the key risk categories of which include cybersecurity, brand, business continuity, talent and financial risks. The Board oversees risk management directly and through its committees. It is the responsibility of the committee chairs to report findings regarding material risk exposures to the Board as quickly as possible. The Board has delegated to the Audit Committee the responsibility of coordinating between the Board and management the implementation of responses to any problematic risk management issues.

The Audit Committee oversees the Company’s corporate accounting and financial reporting, including auditing of the Company’s financial statements and the qualification, independence, performance and terms of engagement of the Company’s independent auditor. The Audit Committee is also responsible for monitoring and advising the Board on risk management policies and procedures and risk assessment. The Audit Committee has the responsibility to consider and discuss with management and, as appropriate, the independent auditor, risk assessment and risk management, including our major financial risk exposures, and the steps our management has taken to monitor and control these exposures, including guidelines and policies to govern the process by which risk assessment and management is undertaken. The Audit Committee also monitors compliance with legal and regulatory requirements, including compliance with ethical standards adopted by the Company, in addition to oversight of the performance of our internal audit function.

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Our Compensation Committee assesses risks arising from the Company’s compensation policies and practices for all employees, including non-executive officers, that are reasonably likely to have a material adverse effect on the Company.

Our Nominating and Corporate Governance Committee is responsible for overseeing the Company’s environmental, social and governance (“ESG”) strategy, targets, policies, performance and reporting. The Nominating and Corporate Governance Committee periodically reviews and discusses with management practices with respect to ESG matters that are expected to have significant long and short-term impacts on the Company’s performance, business activities or reputation.

Cybersecurity Risk

The Board is responsible for monitoring and assessing strategic risk exposure and the mitigation and remediation of cybersecurity incidents, and oversees cybersecurity risk management functions as a whole, as well as through the Audit Committee. The Company maintains a cybersecurity risk register which is reviewed regularly and updated as appropriate. The Company hired a Chief Information Security Officer (“CISO”) during fiscal year 2024, and the corporate security team, led by our CISO, informs the Board and the Audit Committee of certain cybersecurity risks and threats during quarterly meetings and provides materials shared in connection with such meetings, as well as ad hoc updates when there are material developments or changes that may impact cybersecurity risk to the Company. Our cybersecurity incident response procedures are designed to escalate certain cybersecurity incidents to our executive officers and the Board as appropriate. In addition to the cybersecurity incident response procedures we have in place, we also maintain cybersecurity insurance to cover certain losses and damages caused by cybersecurity incidents. See Item 1C. “Cybersecurity” in our Annual Report on Form 10-K for more information related to our cybersecurity risk management and strategy.

Board Recommendation

Election of three Class III directors named in the proxy statement (each for a term of three years)

FOR all Director nominees

Non-binding, advisory vote to approve named executive officer compensation

Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2025

SEC Form DEF 14A filed by Life360 Inc.