恩耐激光 2024年度报告

or ☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from to Commission File Number001-38462________________________________________________________ NLIGHT, INC. (Exact name of Registrant as specified in its charter)________________________________________________________ 91-2066376(I.R.S. EmployerIdentification Number) Delaware (State or other jurisdiction ofincorporation or organization) 4637 NW 18AvenueCamas,Washington98607(Address of principal executive office, including zip code)(360)566-4460(Registrant's telephone number, including area code)__________________________________________th 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 Securities Act.Yes☐No☒ 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 Section13 or 15(d)of theSecurities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant wasrequired to file such reports), and (2)has been subject to such filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for suchshorter 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, asmaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,”“smaller reporting company,” and “emerging growth company” in Rule12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer☒Smaller reporting company☐Non-accelerated filer☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transitionperiod for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of theExchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over 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 its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements ofthe registrant 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 ofincentive-based compensation received by any of the registrant’s executive officers during the relevant recovery periodpursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act).Yes☐No☒ The aggregate market value of the voting and non-voting stock held by non-affiliates of the registrant, based on theclosing sale price of the registrant’s common stock on the last business day of its most recently completed second fiscalquarter (June 30, 2024), as reported on the Nasdaq Global Select Market, was approximately$507.7million. Shares ofcommon stock held by each executive officer and director and by each other person who may be deemed to be an affiliateof the registrant, have been excluded from this computation. The determination of affiliate status for this purpose is notnecessarily a conclusive determination for other purposes. As ofFebruary26, 2025, the registrant had49,030,981shares of common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's definitive Proxy Statement for the 2025 Annual Meeting of Stockholders are incorporated hereinby reference in PartIII of this Annual Report on Form10-K to the extent stated herein. Such Proxy Statement will be filedwith the Securities and Exchange Commission within 120days of the registrant's fiscal year ended December31, 2024. Auditor Firm ID:185Auditor:KPMG LLPAuditor Location:Portland, Oregon TABLE OF CONTENTS Part IItem 1. Business 1Item 1A. Risk Factors6Item 1B. Unresolved Staff Comments20Item 1C. Cybersecurity20Item 2. Properties21Item 3. Legal Proceedings21Item 4. Mine Safety21Part IIItem 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchasesof Equity Securities22Item 6. [Reserved]23Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations23Item 7A. Quantitative and Qualitative Disclosure