Dragonfly Energy Holdings Corp 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 endedDecember 31,2024 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ Commission file number001-40730 DRAGONFLY ENERGY HOLDINGS CORP. (Exact name of registrant as specified in its charter) Registrant’s telephone number, including area code Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act:None. 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 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 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405of Regulation S-T during the preceding 12 months (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-accelerated filer, or a smaller reportingcompany. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting 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 extended transition period for complying withany new or 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 inthe filing reflect the correction of an error to previously issued 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 Section 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 voting stock held by non-affiliates of the Registrant on June 30, 2024, based on the closing price of $7.61 for sharesof the registrant’s common stock as reported by the Nasdaq Capital Market, was approximately $37.5million. As of March 27, 2025, there were7,589,642shares of the registrant’s common stock, par value $0.0001per share, issued and outstanding. Documents incorporated by reference:None. TABLE OF CONTENTS PagePart I1Item 1. Business1Item 1A. Risk Factors16Item 1B. Unresolved Staff Comments38Item 1C. Cybersecurity38Item 2. Properties38Item 3. Legal Proceedings38Item 4. Mine Safety Disclosures38Part II39Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities39Item 6. [Reserved]39Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations39Item 7A. Quantitative and Qualitative Disclosures about Market Risk54Item 8. Financial Statements and Supplementary Data54Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure54Item 9A. Controls and Procedures54Item 9B. Other Information55Item 9C. Disclosure Regarding Foreign Jurisdiction that Prevent Inspections55Part III56Item 10. Directors, Executive Officers and Corporate Governance56Item 11. Executive Compensation60Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters64Item 13. Certain Relationships and Related Transactions, and Director Independence67Item 14. Principal Accountant Fees and Services69Part IV70Item 15. Exhibit and Financial Statement Schedules70Item 16. Form 10-K Summary74SIGNATURES75On November 22, 2024, we effected a 1-for-9 reverse stock split of our outstanding shares of common stock. Unless specifically provided otherwise CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K contains forward-looking statements made pursuant to the safe harbor