Focus Universal Inc 2024年度报告

FORM10-K (Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31, 2024 or ☐TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _____ Commission file number333-193087 FOCUS UNIVERSAL INC.(Exact name of registrant as specified in its charter) Nevada46-3355876(State or other jurisdiction of(I.R.S. Employer Identification No.)Incorporation or organization) 2311 East Locust Court,Ontario,CA91761(Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code (626)272-3883 Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registeredCommon Stock, $0.001 par valueFCUVTheNasdaqStock Market LLC(Nasdaq Capital Market) 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 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 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.Yes☒No☐ 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). Yes☒No☐ 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. Accelerated filer☐Smaller reporting company☒Emerging growth company☐ 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☒ As of June 30, 2024, the aggregate market value of shares held by non-affiliates of the registrant (based upon the closing price of suchshares on the Nasdaq Capital Market on December 31, 2024) was $8,047,937. For purposes of calculating the aggregate market valueof shares held by non-affiliates, we have assumed that all outstanding shares are held by non-affiliates, except for shares held by eachof our executive officers, directors and 5% or greater stockholders. In the case of 5% or greater stockholders, we have not deemedsuch stockholders to be affiliates unless there are facts and circumstances which would indicate that such stockholders exercise anycontrol over our company, or unless they hold 10% or more of our outstanding common stock. These assumptions should not bedeemed to constitute an admission that all executive officers, directors and 5% or greater stockholders are, in fact, affiliates of ourcompany, or that there are not other persons who may be deemed to be affiliates of our company. Further information concerningshareholdings of our officers, directors and principal stockholders is included in Part III, Item12 of this Annual Report on Form 10-K. The number of shares outstanding of the registrant’s common stock, $0.001 par value, outstanding as of January 31, 2025:7,113,960. All information in this Annual Report on Form 10-K or Annual Report, relating to shares or price per share reflects the 1-for-10reverse stock split effected by us on January 31, 2025. DOCUMENTS INCO