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Tigo Energy Inc 2024年度报告

2025-03-20美股财报J***
Tigo Energy Inc 2024年度报告

(Mark One)☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year endedDecember 31,2024OR☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THETRANSITION PERIOD FROMTOCommission File Number001-40710Tigo Energy, Inc.(Exact name of Registrant as specified in its Charter)Delaware83-3583873(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.)655 Campbell Technology Parkway,Suite 150Campbell,California95008(Address of principal executive offices)(Zip Code)Registrant’s telephone number, including area code: (408)402-0802Securities registered pursuant to Section 12(b) of the Act:Title of each classTrading SymbolName of each exchange on which registered 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 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 the preceding12 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, a smaller reporting company, or an emerging growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the ExchangeAct. 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 revised financialaccounting 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 over financialreporting 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 reflect thecorrection 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 of theregistrant’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 Exchange Act).YES☐NO☒ The aggregate market value of the voting and non-voting common equity held by non-affiliates of the Registrant as of June 28, 2024, the last business day of the Registrant'smost recently completed second fiscal quarter, was approximately $38.5million, calculated by using the closing price of the Registrant's Common Stock on June 28, 2024, thelast trading day of the month, on the Nasdaq Stock Market LLC of $1.54. The number of shares of Registrant’s Common Stock outstanding as of March 17, 2025 was61,912,439. DOCUMENTS INCORPORATED BY REFERENCEThe registrant intends to file a proxy statement pursuant to Regulation 14A within 120 days of the end of the fiscal year ended December 31, 2024. Portions of such proxy statement are incorporated by reference into Part III of this Annual Report on Form 10-K. EXPLANATORY NOTE Unless the context indicates otherwise, references to the “Company,” “we,” “us” and “our” refer to Tigo Energy, Inc.(formerly known as Roth CH Acquisition IV Co.), a Delaware corporation, and its consolidated subsidiaries following the BusinessCombination (defined below). References to “ROCG” refer to Roth CH Acquisition IV Co. prior to the Business Combination andreferences to “Legacy Tigo” refer to Tigo Energy, Inc. prior to the Business Combination. ROCG was originally formed as a Delaware corporation in February of 2019 for the purpose of effecting a merger, shareexchange, asset acquisition, share purchase, recapitalization, reorganization, or other similar business combination with one ormore businesses. On August 10, 2021, ROCG consummated its initial public offering (the “IPO”), following which its securitiesbegan trading on the Nasdaq Capital Market (“Nasdaq”). On December 5, 2022