美森 2024年度报告

FORM10-K ☒ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGEACT OF 1934 For the fiscal year endedDecember31, 2024OR ☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIESEXCHANGE ACT OF 1934 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◻ Indicate 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 12 months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject tosuch filing requirements for 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 toRule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was requiredto 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 emerging growth company. See the definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerginggrowth company” in Rule12b-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 withany 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 effectiveness of itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accountingfirm 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 the registrant includedin 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-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 Exchange Act). Yes☐No☒ Aggregate market value of Common Stock held by non-affiliates at June30, 2024:$4,307,855,048Number of shares of Common Stock outstanding at February14, 2025:32,863,714 Documents Incorporated By Reference The following document is incorporated by reference in Part III of the Annual Report on Form 10-K to the extent described therein: Proxystatement for the annual meeting of shareholders of Matson, Inc. to be held on April24, 2025. TABLE OF CONTENTS PARTI Item 1.1A.1B.2(1)2(2)9C.10D.12Item1A.12Item1B.23Item1C.24Item 2.26Item 3.26Item 4.26BusinessCompany OverviewBusiness DescriptionOcean Transportation SegmentLogistics SegmentEmployees and Labor RelationsAvailable InformationRisk FactorsUnresolved Staff CommentsCybersecurityPropertiesLegal ProceedingsMine Safety Disclosures PARTII Item 5.27Item 6.28Item 7.29Item7A.40Item 8.41Item 9.76Item9A.767676Item9B.77Item9C.77Market for Registrant’s Common Equity, Related Stockholder Matters andIssuer Purchases ofEquitySecuritiesRemoved and ReservedManagement’s Discussion and Analysis of Financial Condition and Results ofOperationsQuantitative and Qualitative Disclosures About Market RiskFinancial Statements and Supplementary DataChanges in and Disagreements with Accountants on Accounting and FinancialDisclosureControls and ProceduresConclusion Regarding Effectiveness of Disclosure Controls and ProceduresInternal Control over Financial ReportingOther InformationDisclosure Regarding Foreign Jurisdictions that Prevent Inspections PARTIII Item 10.77A.77Directors, Executive Officers and Corporate GovernanceDirectors B.77C.77D.77E.77Item 11.78Item 12.78Item 13.78Item 14.78Information About Our Executive OfficersCorporate GovernanceCode of EthicsInsider Trading PolicyExecutive CompensationSecurity Ownership of Certain Beneficial Owners and Management and RelatedStockholderMattersCertain Relationships and Related Transactions, and Director IndependencePrincipal Accountant Fees and Services PARTIV Item 15.79A.79Exhibits and Financial Statement SchedulesFinancial Statements B.79C.79Financial Statement SchedulesExhibits Require