Lineage Inc 2024年度报告

FORM10-K (Mark One) xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to section 12(g) of the Act: None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yeso Nox Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.Yeso Nox 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 1934during 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 filingrequirements for the past 90 days.Yesx Noo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles).Yesx Noo 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 Rule 12b-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 Section 13(a) of the Exchange Act.o Indicate 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 Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared or issued its audit report.o If securities are registered pursuant to Section 12(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.o 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).o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yeso Nox The registrant was not a public company as of June 30, 2024, the last business day of its most recently completed second fiscal quarter, and therefore,cannot calculate the aggregate market value of its voting and non-voting common equity held by non-affiliates as of such date. As of February20, 2025, the registrant had outstanding228,197,383shares of common stock. Portions of the registrant’s definitive Proxy Statement related to its 2025 Annual Meeting to be filed with the U.S. Securities and Exchange Commissionwithin 120 days after the end of the fiscal year ended December 31, 2024 are incorporated by reference in Part III of this Form 10-K. Table of Contents PagePart I4Item 1. Business4Item 1A. Risk Factors20Item 1B. Unresolved Staff Comments65Item 1C. Cybersecurity66Item 2. Properties67Item 3. Legal Proceedings69Item 4. Mine Safety Disclosures69Part II70Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities70Item 6. [Reserved]71Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations71Item 7A. Quantitative and Qualitative Disclosures About Market Risk98Item 8. Financial Statements and Supplementary Data99Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure181Part III183Item 10. Directors, Executive Officers and Corporate Governance183Item 11. Executive Compensation183Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters183Item 13. Certain Relationships and Related Transactions, and Director Independence184Item 14. Principal Accountant Fees and Services184Part IV185Item 15. Exhibits and Financial Statement Schedules185Item 16. Form 10-K Summary187Signatures188 Forward-Looking Statements This Annual Report on Form 10-K contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Inparticular, statements pertaining to our business and growth strategies, investment and development activities and trends in our business, containforward-looking statements. When used in this Annual Report on Form 10-K, the words “estimate,” “anticipate,” “expect,” “believe,” “intend,” “may,”“will,” “could,” “should,” “would