NorthView Acquisition Corp 2024年度报告

FORM 10-K ☐ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934 For the fiscal year endedDecember 31, 2024 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF For the transition period fromto Commission File Number:001-41177 NORTHVIEW ACQUISITION CORP.(Exact name of registrant as specified in its charter) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the SecuritiesAct. Yes☐No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of theAct. Yes☐No☐ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) ofthe Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periods as the registrantwas 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 besubmitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period thatthe 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,or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (check one) If an emerging growth company, indicate by check mark if the registrant has elected not to use the extendedtransition period for complying 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 ofthe effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15U.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 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 analysis ofincentive-based compensation received by any of the registrant’s executive officers during the relevant recoveryperiod 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). Yes☐No☐ The aggregate market value of the Company’s common stock held by non-affiliates computed by reference to theclosing price for the common stock on June 30, 2024, as reported on the Nasdaq Stock Market was $68,215,988. As of March 28, 2025, 5,348,311 shares of Company common stock, par value $0.0001 were issued andoutstanding. Table of Contents Item 2.Properties40Item 3.Legal Proceedings40Item 4.Mine Safety Disclosure40Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities41Item 6.[RESERVED]41Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations42Item 7A.Quantitative and Qualitative Disclosures About Market Risk49Item 8.Consolidated Financial Statements and Supplementary Data49Item 9.Change in and Disagreements with Accountants on Accounting and Financial Disclosures49Item 9A.Controls and Procedures50Item 9B.Other Information50Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections50 Item 10.Directors, Executive Officers and Corporate Governance51Item 11.Executive Compensation57Item 12.Security Ownership of Certain Beneficial Owners and Management and Related StockholderMatters58Item 13.Certain Relationships and Related Transactions and Director Independence59Item 14.Principal Accountant Fees and Services61 Item 15.Exhibits and Financial Statement Schedules62Item 16.Form 10-K Summary63Signatures64 CERTAIN TERMS Unless otherwise stated in this Annual Report on Form 10-K (this “Report”), or the context otherwiserequires, references to: ●“combination period” means the period following the completion of our initial public offering at theend of which, if we have not completed our initial business combination, we will redeem 100% of thepublic shares at a per share price, payable in cash, equal to the aggregate amount then on deposit in thetrust account, including interest, divided by the number of then outstanding public shares, subject toapplicable law and certain conditions and as further described herein. The combination period ends onJune 22, 2025, unless we amend o