Disc Medicine Inc 2024年度报告

Disc Medicine, Inc. Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.Yes☐No☒ 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 filing requirementsfor the past 90 days.Yes☒No☐ 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 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 growth company” inRule 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 extended transition period for complying with any new or Large accelerated filer☒Non-accelerated filer☐ 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 effectiveness of its internal controlover financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued itsaudit report.☒ 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.☐Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation 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 Exchange Act).Yes☐No☒ The aggregate market value of Common Stock held by non-affiliates of the registrant computed by reference to the price of the registrant’s Common Stockas of June 30, 2024, the last business day of the registrant’s most recently completed second fiscal quarter, was approximately $983.0million (based on the lastreported sale price on the Nasdaq Global Market as of such date).As of February 21, 2025, there were34,569,042shares of the registrant’s Common Stock, $0.0001 par value per share, outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s Proxy Statement for its 2025 Annual Meeting of Stockholders, which the registrant intends to file with the Securities andExchange Commission not later than 120 days after the registrant’s fiscal year ended December 31, 2024, are incorporated by reference into Part III of this AnnualReport on Form 10-K. Disc Medicine, Inc.Index PART I Item 1.BusinessItem 1A.Risk FactorsItem 1B.Unresolved Staff CommentsItem 1C.CybersecurityItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosures PART II Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities100Item 6.Reserved101Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations102Item 7A.Quantitative and Qualitative Disclosures About Market Risk111Item 8.Financial Statements and Supplementary Data112Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure141Item 9A.Controls and Procedures141Item 9B.Other Information143Item 9C.Disclosures Regarding Foreign Jurisdictions That Prevent Inspections143 PART III Item 10.Directors, Executive Officers and Corporate Governance144Item 11.Executive Compensation144Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters144Item 13.Certain Relationships and Related Transactions, and Director Independence144Item 14.Principal Accounting Fees and Services144 PART IV Item 15.Exhibits, Financial Statement Schedules145Item 16.Form 10-K Summary149Signatures150 FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K of Disc Medicine, Inc., or the Company, contains or incorporates statements thatconstitute forward-looking statements within the meaning of the federal securities laws. Our forward-looking statements include,but are not limited to, statements regarding our or our management team’s expectations, hopes, beliefs, intenti