Microvast Holdings, Inc. 2023年度报告

FORM 10-K____________________________________________________ (Mark One)☒ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the fiscal year ended December 31, 2023 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934 For the transition period from___________to___________ Commission File Number: 001-38826____________________________________________________ Microvast Holdings, Inc.(Exact name of registrant as specified in its charter)____________________________________________________ Delaware83-2530757(State or other jurisdiction of(I.R.S. Employer incorporation or organization)Identification No.) 12603 Southwest Freeway, Suite 300Stafford, Texas77477 (Address of principal executive office)(Zip Code) (281) 491-9505(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on whichregistered Table of Contents Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the SecuritiesAct. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of theAct. Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) ofthe Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant wasrequired to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required tobe submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or forsuch shorter period that the registrant was required to submit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-acceleratedfiler, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,”“accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Accelerated filer☒Smaller reporting company☐Emerging growth company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extendedtransition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a)of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessmentof the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financialstatements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis ofincentive-based compensation received by any of the registrant’s executive officers during the relevant recovery periodpursuant to §240.10D-1(b).☐ The aggregate market value of the common voting stock held by non-affiliates of the registrant as of the lastbusiness day of the registrant’s most recently completed fiscal quarter, June 30, 2023, based on the closing price on thatdate of $1.60, was $354.0 million. As of March 25, 2024, the registrant had 317,206,095 shares of the Company’s common stock, par value $0.0001,issued and outstanding. TABLE OF CONTENTS Item 1.Business1Item 1A.Risk Factors13Item 1B.Unresolved Staff Comments50Item 1C.Cybersecurity50Item 2.Properties53Item 3.Legal Proceedings54Item 4.Mine Safety Disclosures54 Item 5.Market for the Registrant’s Common Equity and Related Matters55Item 6.[Reserved]56Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations56Item 7A.Quantitative and Qualitative Disclosures about Market Risk68Item 8.Financial Statements and Supplementary DataF-1Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure76Item 9A.Controls and Procedures76Item 9B.Other Information77Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections77 Item 10.Directors, Executive Officers and Corporate Governance78Item 11.Executive Compensation83Item 12.Security Ownership of Certain Beneficial Owners and Management90Item 13.Certain Relationships and Related Transactions, and Director Independence92Item 14.Principal Accountant Fees and Ser