Korro Bio Inc 2024年度报告

Korro Bio, Inc. 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 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 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 past 90 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(§232.405 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, 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 of theExchange 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 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 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).☐ The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, based on the closing price of the shares of common stock onThe Nasdaq Capital Market on June 30, 2024, was $236,755,297.The number of shares of registrant’s Common Stock outstanding as of March 14, 2025 was9,388,902. DOCUMENTS INCORPORATED BY REFERENCE The registrant intends to file a definitive proxy statement pursuant to Regulation 14A relating to the 2025 annual meeting of stockholders within 120 days ofthe end of the registrant’s fiscal year ended December 31, 2024. Portions of such definitive proxy statement are incorporated by reference into Part III of this AnnualReport on Form 10-K to the extent stated herein. 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 PART IIItem 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities95Item 6.[Reserved]95Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations96Item 7A.Quantitative and Qualitative Disclosures About Market Risk103Item 8.Financial Statements and Supplementary DataF-105Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure132Item 9A.Controls and Procedures132Item 9B.Other Information132Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections133 PART IIIItem 10. Directors, Executive Officers and Corporate Governance134Item 11.Executive Compensation134Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters134Item 13.Certain Relationships and Related Transactions, and Director Independence134Item 14.Principal Accountant Fees and Services134 PART IV Item 15.Exhibit and Financial Statement Schedules135Item 16.Form 10-K Summary136 Unless the context otherwise indicates, references in this Annual Report on 10-K to the “Company,” the "combined company,"“we,” “our” and “us” refer, collectively, to Korro Bio, Inc., a Delaware corporation, and its consolidated subsidiaries (includingLegacy Korro) after completion of our November 2023 business combination. The term “Legacy Korro” refers to privately heldKorro Bio Ops, Inc. (formerly known as Korro Bio, Inc.), which we acquired in the November 2023 busin