阿卡西亚 2024年度报告

FORM10-K xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDEDDecember 31, 2024 OR oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934FOR THE TRANSITION PERIOD FROM ___________TO ___________. Commission File Number001-37721______________________ (Exact name of registrant as specified in its charter) Registrant’s telephone number, including area code:(332)236-8500 Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act: None______________________ Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YesoNox 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 filing requirements for the past 90 days.YesxNoo 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).YesxNoo 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,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act: 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.o 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.x 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.o 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).o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YesoNox The aggregate market value of the registrant’s voting and non-voting common stock held by non-affiliates of the registrant on June30,2024, the last business day of the registrant’s most recently completed second fiscal quarter, computed by reference to the last saleprice of the registrant’s common stock as reported by The Nasdaq Global Select Market on such date, was approximately$193,500,000. This computation assumes that all executive officers and directors are affiliates of the registrant. Such assumptionshould not be deemed conclusive for any other purpose. As of March12, 2025,96,086,040shares of common stock were issued and outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s Definitive Proxy Statement on Schedule 14A for its 2025 Annual Meeting of Stockholders are incorporatedby reference into Part III of this Annual Report on Form 10-K. Such Definitive Proxy Statement will be filed with the Commissionwithin 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K. Only those portions of the proxystatement that are specifically incorporated by reference herein shall constitute a part of this Annual Report on Form 10-K. ACACIA RESEARCH CORPORATIONANNUAL REPORT ON FORM 10-KYEAR ENDED DECEMBER31, 2024TABLE OF CONTENTS PART I Glossary of Certain Oil and Gas and Related Terms3Item 1.Business4Item 1A.Risk Factors19Item 1B.Unresolved Staff Comments44Item 1C.Cybersecurity44Item 2.Properties46Item 3.Legal Proceedings53Item 4.Mine Safety Disclosures53 PART II Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities54Item 6.[Reserved]55Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations56Item 7A.Quantitative and Qualitative Disclosures About Market Risk77Item 8.Financial Statements and Supplementary Data77Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure77Item 9A.Controls and Procedures77Item 9B.Other Inform