Wix.com Ltd 2025年年度报告和过渡报告

FORM20-F REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THESECURITIES EXCHANGE ACT OF 1934 ☐ OR ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 OR SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934 Commission file number001-36158 WIX.COM LTD.(Exact name of Registrant as Specified in Its Charter) Israel(Jurisdiction of Incorporation or Organization) 5 Yunitsman St.Tel Aviv,6936025Israel(Address of Principal Executive Offices) Securities registered or to be registered pursuant to Section 12(g) of the Act:None. Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:None. Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of theclose of the period covered by the annual report:As of December31, 2024, the registrant had outstanding56,107,932ordinary shares, par value NIS 0.01 per share. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the SecuritiesAct.Yes☒No☐ If this report is an annual or transition report, indicate by check mark if the registrant is not required to filereports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.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 preceding 12 months (or for such shorter period that theregistrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File requiredto be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12months (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-acceleratedfiler, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” and“emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐Emerging growth company☐ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicateby check mark if the registrant has elected not to use the extended transition period for complying with any newor 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’sassessment of the effectiveness of its internal control over financial reporting under Section 404(b) of theSarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued itsaudit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financialstatements of the registrant included in the filing reflect the correction of an error to previously issued financialstatements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysisof incentive-based compensation received by any of the registrant's executive officers during the relevantrecovery period pursuant to § 240.10D-1(b).☐ Indicate by check mark which basis of accounting the registrant has used to prepare the financial statementsincluded in this filing: International Financial Reporting Standards as issuedby the International Accounting Standards Board☐ U.S. GAAP☒Other☐ If “Other” has been checked in response to the previous question, indicate by check mark which financialstatement item the registrant has elected to follow.☐Item 17☐Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act). Yes☐No☒ INTRODUCTION4SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS5PART I8ITEM1.IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS8ITEM2.OFFER STATISTICS AND EXPECTED TIMETABLE8ITEM3.KEY INFORMATION8ITEM4.INFORMATION ON THE COMPANY71ITEM4A.UNRESOLVED STAFF COMMENTS99ITEM5.OPERATING AND FINANCIAL REVIEW AND PROSPECTS99ITEM6.DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES119ITEM7.MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS154ITEM8.FINANCIAL INFORMATION157ITEM9.THE OFFER AND LISTING158ITEM10.ADDITIONAL INFORMATION158ITEM11.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK171ITEM12.DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES173PART II174ITEM13.DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES174ITEM14.MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OFPROCEEDS174ITEM15.CONTROLS AN