Amprius Technologies Inc 2024年度报告

(Mark One) xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31, 2024OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________ Commission file number001-41314__________________________________ (Exact name of registrant as specified in its charter)__________________________________ Delaware 98-1591811 (I.R.S. Employer Identification No.) (State or other jurisdiction of incorporation or organization) 1180 Page Avenue,Fremont,California (800)425-8803Registrant’s telephone number, including area code 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 if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the 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 Securities ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has beensubject to such 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 submitted pursuant toRule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant wasrequired 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 smaller reportingcompany, 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 for complyingwith 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 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 publicaccounting firm that prepared or issued its audit report.o If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded 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 voting and non-voting common equity held by non-affiliates of the Registrant, as of June 30, 2024 (thelast business day of the registrant’s most recently completed second fiscal quarter), was approximately $50.6million. Solely for purposes ofthis disclosure, shares of common stock held by executive officers and directors and by each person who owns 5% or more of theoutstanding common stock as of such date have been excluded because such persons may be deemed to be affiliates. This determination ofaffiliate status is not necessarily a conclusive determination for other purposes. The registrant had117,926,808shares of common stock outstanding as of March13, 2025. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement for its 2025 Annual Meeting of Stockholders (the “Proxy Statement”) to be filed withthe Securities and Exchange Commission within 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K, areincorporated by reference in Part III where indicated. Except with respect to information specifically incorporated by reference in thisAnnual Report, the Proxy Statement shall not be deemed to be filed as part hereof. Table of ContentsIndex to Consolidated Financial Statements Table of Contents PageNumberCautionary Note Regarding Forward-Looking Statements1Part I3Item 1. Business3Item 1A. Risk Factors15Item 1B. Unresolved Staff Comments44Item 1C. Cybersecurity44Item 2. Properties45Item 3. Legal Proceedings46Item 4. Mine Safety Disclosures46Part II47Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities47Item 6. Reserved47Item 7