Waystar Holding Corp 2024年度报告

FORM10-K (Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscalyear endedDecember31, 2024 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 Number001-41721 Waystar Holding Corp.(Exact name of registrant as specified in its charter) Delaware(State or other jurisdiction ofincorporation or organization)1550 Digital Drive, #300Lehi,Utah(Address of principal executive offices) Securities registered pursuant to Section12(b)of the Act: Securities registered pursuant to Section12(g)of the Act: None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act. Yes☐No☒ Indicated by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act. Yes☐No☒ Indicate by check mark whether the registrant: (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports); and (2)has been subject to suchfiling requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically, if any, every Interactive Data File required to be submitted pursuant toRule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required tosubmit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growthcompany” in Rule12b-2 of the Exchange Act: If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with anynew or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act.☐ Indicated by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol over financial reporting under Section404(b)of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared or issued its audit report.☐ If securities are registered pursuant to Section12(b)of the Act, indicate by check mark whether the financial statements of the registrant included in thefiling 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 of incentive-based compensationreceived by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act). Yes☐No☒ As of June30, 2024, the aggregate market value of the registrant’s outstanding common stock held by non-affiliates was$1,010,020,722based on theclosing price of the registrant’s common stock on June28, 2024, the last business day of the registrant’s most recently completed second fiscal quarter.For purpose of this calculation shares of common stock held by each executive officer and directors and certain significant stockholders have beenexcluded since those persons may under certain circumstances be deemed affiliates. This determination of affiliate status is not necessarily a conclusivedetermination for other purposes. The registrant had172,151,839shares of common stock outstanding as of February12, 2025. DOCUMENTS INCORPORATED BY REFERENCE PartIII incorporates certain information by reference from the registrant’s definitive proxy statement for the 2025 annual meeting of shareholders,which will be filed no later than 120days after the registrant’s fiscalyear endedDecember31, 2024. Table of Contents GlossaryiCautionary Statement Concerning Forward-Looking Statements and Summary of Risk Factorsiii Part I Item 1.BusinessItem1A.Risk FactorsItem1B.Unresolved Staff CommentsItem1C.CybersecurityItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosures 6235454565656 Part II Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities57Item 6.Reserved58Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations59Item7A.Qualitative and Quantitative Disclosures About Market Risk73Item 8.Financial Statements and Supplementary Data74Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure106Item9A.Controls and Procedures106Item9B.Other Information107Item9C.Disclosure Regarding Foreign Juris