JAWS MUSTANG ACQUISITION CORP 2024年度报告

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 of1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject tosuch filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule405 of Regulation ST (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required tosubmit and post such files).Yes☒No☐ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained,to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or anyamendment to this Form 10-K.☒ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting companyor an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerginggrowth company” in Rule12b-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 withany new or revised financial accounting standards provided pursuant to Section13(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 itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accountingfirm 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 includedin the filing 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).☐ As of June 30, 2024, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of theregistrant’s Class A ordinary shares outstanding, other than shares held by persons who may be deemed affiliates of the registrant, computed byreference to the closing price for the Class A ordinary shares on such date, as reported on the New York Stock Exchange American, wasapproximately $15,598,752. As of March 25, 2025,25,589,480Class A ordinary shares and375,000Class B ordinary shares were issued and outstanding.Documents Incorporated by Reference:None. TABLE OF CONTENTS PageCautionary NoteRegarding Forward-Looking Statements1PartI5Item1.Business5Item1A.Risk Factors26Item1B.Unresolved Staff Comments60Item 1C.Cybersecurity60Item2.Properties61Item3.Legal Proceedings61Item4.Mine Safety Disclosures61PartII62Item5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities62Item6.Selected Financial Data63Item7.Management’s Discussion and Analysis of Financial Condition and Results of Operations64Item7A.Quantitative and Qualitative Disclosures about Market Risk69Item8.Financial Statements and Supplementary Data69Item9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure69Item9A.Controls and Procedures69Item9B.Other Information70Item9C.Disclosures Regarding Foreign Jurisdictions that Prevent Inspections70PartIII71Item10.Directors, Executive Officers and Corporate Governance71Item11.Executive Compensation79Item12.Security Ownership of Certain Beneficial Owners and Management and Related StockholderMatters80Item13.Certain Relationships and Related Transactions, and Director Independence82Item14.Principal Accountant Fees and Services84PartIV85Item15.Exhibits, Financial Statement Schedules85Item16.Form10-K Summary87SIGNATURES88INDEX TO FINANCIAL STATEMENTS89 CERTAIN TERMS Unless otherwise stated in this Annual Report on Form10-K (this “Report”), references to:●“amended and restated memorandum and article of association” are to the amended and restatedmemorandum and articles of association that the company adopted prior to the consummation of itsinitial public offering;●“Companies Act” are to the Companies Act (As Revised) of the Cayman Islands as the same may beamended from time to time;●“Founders” are to Barry S. Sternlicht, Andrew Klaber and Matthew Walters;●“founder shares” are to our ClassB ordinary shares initially issued to our sponsor in a private placementprior to our initial public offering and the C