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FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR Commission file number: 001-41608 Securities registered pursuant to Section 12(b) of the Act: 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 1934 during thepreceding 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 past90 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 of Regulation S-T (§232.0405 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 an emerginggrowth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 ofthe Exchange Act. Large accelerated filer ˄Accelerated filer ˄Non-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 revisedfinancial 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 control overfinancial 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 its auditreport. ˄ 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 the filing reflectthe 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 ofthe 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 the registrant’s ordinary shares held by non-affiliates of the registrant as of June 30, 2024, the last business day of the registrant’smost recently completed second fiscal quarter, was approximately $1,953.6 million, based on the closing price of the registrant’s ordinary shares represented by ADSson the Nasdaq Global Market of $39.27 per ADS. In determining the market value of the voting equity held by non-affiliates, ordinary shares of the registrantbeneficially owned by each director and officer and each person who owns 10% or more of the registrant’s outstanding ordinary shares have been excluded. Thisdetermination of affiliate status is not necessarily a conclusive determination for other purposes. The number of outstanding ordinary shares of the registrant, par value $0.0001 per share, as of January 31, 2025 was 172,028,543, of which 162,671,754ordinary shares were held in the form of ADSs. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement for its 2025 Annual General Meeting of Shareholders, which the registrant intends to file pursuant to Regulation14A with the Securities and Exchange Commission not later than 120 days after the registrant’s fiscal year ended December 31, 2024, are incorporated by referenceinto Part III of this Annual Report on Form 10-K. TABLE OF CONTENTS Part I Item 1.BusinessItem 1A.Risk FactorsItem 1B.Unresolved Staff CommentsItem 1C.CybersecurityItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosures 659139139140140141 Part II Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities141Item 6.[Reserved]149Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations150Item 7A.Quantitative and Qualitative Disclosures About Market Risk157Item 8.Financial Statements and Supplementary Data159Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure191Item 9A.Controls and Procedures191Item 9B.Other Information193Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections193 Part III Item 10.Directors, Executive Officers and Corporate Governance194Item 11.Executive Compensation194Item 12.Security Ownership of Certain Beneficial Owners and Management and Related StockholderMatters194Item 13.C