Kiora Pharmaceuticals Inc 2024年度报告

FORM10-K (Mark One)xANNUAL 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 1934For the transition period fromtoCommission File No.001-36672 KIORA PHARMACEUTICALS, INC. (Exact Name of Registrant as Specified in Its Charter) (State or other jurisdiction of incorporation or organization) 332 Encinitas Blvd.Suite 102Encinitas,CA92024(Address of Principal Executive Offices, including zip code)(858)224-9600(Registrant’s telephone number, including area code) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act¨Yes xNo Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act¨YesxNo 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 1934during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filingrequirements for the past 90 days.xYes¨No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles).xYes¨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 anemerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growthcompany” 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 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’s assessment of the effectiveness of its internalcontrol over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared 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 thefiling reflect the 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 compensationreceived by any of the registrant'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 Act)¨YesxNo 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 sharesof common stock on The Nasdaq Stock Market on June 30, 2024, was approximately $12,242,441. Shares of the registrant’s common stock held byeach officer and director and each person known to the registrant to own 10% or more of the outstanding voting power of the registrant have beenexcluded in that such persons may be deemed affiliates. This determination of affiliate status is not a determination for other purposes. At March21, 2025, there were3,000,788shares of the registrant’s common stock outstanding. Documents Incorporated by Reference Portions of the registrant's definitive Proxy Statement to be delivered to stockholders in connection with the 2025 Annual Meeting of Stockholders, whichwill be filed with the Securities and Exchange Commission within 120 days after December 31, 2024, are incorporated by reference into Part III of thisAnnual Report on Form 10-K. KIORA PHARMACEUTICALS, INC. ANNUAL REPORT ON FORM 10-KFor the Year Ended December31, 2024 TABLE OF CONTENTS Forward-Looking Statements PART I Item 1.Business3Item 1A.Risk Factors17Item 1B.Unresolved Staff Comments44Item 1C.Cybersecurity44Item 2.Properties46Item 3.Legal Proceedings47Item 4.Mine Safety Disclosures47 Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities48Item 6.Reserved48Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations48Item 7A.Quantitative and Qualitative Disclosures About Market Risk60Item 8.Consolidated Financial Statements and Supplementary Data60Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure60Item 9A.Controls and Procedures60Item 9B.Other Information61Item 9C.Disclosure Regarding Fore