Plum Acquisition Corp III-A 2024年度报告

FORM10-K (Mark One)☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember31,2024 For the transition period fromto Commission File Number001-40677 PLUM ACQUISTION CORP. III(Exact name of registrant as specified in its charter) +1 (929)529-7125(Registrant’s telephone number, including area code) Securities registered pursuant to section 12(b) of the Act: None. Securities registered pursuant to Section12(g)of the Act: 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 if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐No☒ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the SecuritiesExchange Act of 1934 during the preceding 12months (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 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12months (or for such shorter period that theregistrant 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, smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule12b-2 of the Exchange Act. Large accelerated filer☐Non-accelerated filer☒Emerging growth company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any 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 effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic 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 theregistrant included in 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-basedcompensation received 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 Rule12b-2 of the Exchange Act).Yes☒No☐ The aggregate market value of the Class A ordinary shares held by non-affiliates of the registrant, computed as of June 30, 2024 (thelast business day of the registrant’s most recently completed second fiscal quarter) was approximately $34,011,349. There were1,016,833Class A ordinary shares and7,062,500Class B ordinary shares of the registrant outstanding on March 24, 2025. DOCUMENTS INCORPORATED BY REFERENCE None. TABLE OF CONTENTS Part I1Item 1.Business1Item 1A.Risk Factors13Item 1B.Unresolved Staff Comments43Item 1C.Cybersecurity43Item 2.Properties43Item 3.Legal Proceedings43Item 4.Mine Safety Disclosures43PART II44Item 5.Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of EquitySecurities44Item 6.[Reserved]45Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations45Item 7A.Quantitative and Qualitative Disclosures About Market Risk53Item 8.Financial Statements and Supplementary Data53Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure53Item 9A.Controls and Procedures53Item 9B.Other Information54Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections54PART III55Item 10.Directors, Executive Officers and Corporate Governance55Item 11.Executive Compensation61Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters61Item 13.Certain Relationships and Related Transactions and Director Independence64Item 14.Principal Accountant Fees and Services66PART IV67Item 15.Exhibits and Financial Statement Schedules67SIGNATURES69 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K (this “Report”), including, without limitation, statements under the heading “management’sDiscussion and Analysis of Financial Condition and Results of Operations,” includes forward-looking statements within the meaningof Section 27A of theSecur