Arhaus Inc-A 2024年度报告

FORM10-K (Mark One) Commission file number001-41009 Arhaus, Inc.(Exact name of registrant as specified in its charter) Delaware87-1729256(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.) (Address of Principal Executive Offices) 44236 (Zip Code) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the SecuritiesAct.Yeso No x Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of theAct.Yeso No x Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during 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 filing requirements for the past 90 days.Yesx No o Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).Yesx Noo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer Non-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying 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 assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant 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 of incentive-basedcompensation received 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 Rule 12b-2 of the Act).Yes☐No☒ Based on the closing sales price as reported on The Nasdaq Global Select Market on June30, 2024, the aggregate market value of theregistrant's common stock held by non-affiliates of the registrant on that date was approximately$866.0million. As of February21, 2025, the registrant had53,465,434shares of Class A common stock and87,115,600shares of Class B commonstock outstanding. Documents Incorporated By Reference:Portions of the registrant’s Proxy Statement for the Annual Meeting of Stockholders to be held May15, 2025 are incorporated by reference into Part III of this Annual Report on Form 10-K to the extent stated herein. Table of Contents Special Note Regarding Forward-Looking Statements You should read the following discussion and analysis of our financial condition and results of operations together with ourconsolidated financial statements and the related notes included elsewhere in this Annual Report on Form 10-K for the fiscal yearended December31, 2024 (the “Annual Report” or “10-K”). This 10-K contains forward-looking statements that involve risks anduncertainties, as well as assumptions that, if they do not fully materialize or are proven incorrect, could cause our business and resultsof operations to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statementscan generally be identified by the use of forward-looking terminology, including, but not limited to, “may,” “could,” “seek,”“guidance,” “predict,” “potential,” “likely,” “believe,” “will,” “expect,” “anticipate,” “estimate,” “plan,” “intend,” “forecast,” orvariations of these terms and similar expressions, or the negative of these terms or similar expressions. Past performance is not aguarantee of future results or returns and no representation or warranty is made regarding future performance. Such forward-lookingstatements involve known and unknown risks, uncertainties and other important factors beyond our control that could cause our actualresults, performance or achievements to be materially different from the expected results