诗思(香港) 2024年度报告

(Mark One) ☒Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year endedJune 30, 2024 OR ☐Transition report pursuant to Section 13 of 15(d) of the Securities Exchange Act of 1934 For the transition period fromto Commission File Number:000-23329 Charles & Colvard, Ltd. (Exact name of registrant as specified in its charter) North Carolina56-1928817(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.) 170 Southport DriveMorrisville,North Carolina27560(Address of principal executive offices)(Zip Code) (919)468-0399(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 SecuritiesExchange Act of 1934 during 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 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 submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (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, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company” and “emerging growth company” 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 forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registranthas filed a report on and attestation to its management’s assessment of its 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 Rule 12b-2 of the Exchange Act).Yes☐No☒ The aggregate market value of voting and non-voting common stock held by non-affiliates of the registrant computed by reference tothe closing sales price of such stock as reported on The Nasdaq Capital Market, as of the last business day of the registrant’s mostrecently completed second fiscal quarter, which was December 31, 2023, was $12,441,431. There were3,118,273shares of our common stock, no par value per share, outstanding as ofMarch 25, 2025. DOCUMENT INCORPORATED BY REFERENCE None. CHARLES & COLVARD, LTD. FORM 10-KFor the Fiscal Year Ended June 30, 2024 TABLE OF CONTENTS PageNumber Item 1.Business2Item 1A.Risk Factors20Item 1B.Unresolved Staff Comments31Item 1C.Cybersecurity31Item 2.Properties33Item 3.Legal Proceedings33Item 4.Mine Safety Disclosures33 Item 5.Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases ofEquity Securities34Item 6.[Reserved]34Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations35Item 7A.Quantitative and Qualitative Disclosures About Market Risk48Item 8.Financial Statements and Supplementary Data49Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure79Item 9A.Controls and Procedures79Item 9B.Other Information80Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections80 Item 10.Directors, Executive Officers and Corporate Governance81Item 11.Executive Compensation84Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters89Item 13.Certain Relationships and Related Transactions, and Director Independence90Item 14.Principal Accounting Fees and Services91 Item 15.Exhibi