Latch Inc 2023年度报告

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2022OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934For transition period fromto Commission File Number 001-39688 Latch, Inc. (Exact name of registrant as specified in its charter) 85-3087759 Delaware (State or other jurisdiction of incorporation ororganization) (I.R.S. Employer Identification Number) 1220 N. Price Road, Suite 2 Olivette, Missouri 63132(314) 200-5218 (Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)Securities registered pursuant to Section 12(b) of the Act: None. Securities registered pursuant to Section 12(g) of the Act:Title of each class Common stock, par value $0.0001 per share Warrants, each whole warrant exercisable for one share common stock, at an exerciseprice of $11.50 per share Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.YesNo Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the ActYesNo Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of theSecurities 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. YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted 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). YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer,a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,”“accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filerNon-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extendedtransitionperiod for complying with any new or revised financial accounting standards provided pursuant toSection 13(a) of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of 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. Table of ContentsIf securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financialstatements. 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 recoveryperiod pursuant to §240.10D-1(b). Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): YesNo As of June 30, 2022, the aggregate market value of the voting and non-voting common equity held by non-affiliates ofthe registrant was approximately $130.1 million (based upon the closing sales price of such stock as reported byNasdaq on such date). As of June 30, 2023, the aggregate market value of the voting and non-voting common equityheld by non-affiliates of the registrant was approximately $161.0 million (based upon the closing sales price of suchstock as reported by Nasdaq on such date). As of June 30, 2024, the aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant was approximately $44.7 million (based upon the lasttrading price of such stock as reported by the OTC Markets on such date). As of December 17, 2024, there were 160,958,647 shares of the registrant’s common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE None. EXPLANATORY NOTE Introduction During the quarter ended June 30, 2022, the audit committee (the “Audit Committee”) of Latch, Inc.’s(“Latch,” the “Company,” “we” or “our”) board of directors (the “Board”) commenced an investigation (the“Investigation”)of certain of the Company’s key performance indicators and revenue recognitionpractices, including the accounting treatment, financial reporting and internal controls related thereto. OnAugust 19, 2022, based on the preliminary findings of the Investigation, the Audit Committee determinedthat the Company’s consolidated financial statements f