AI智能总结
SPIRE GLOBAL, INC. (Exact name of Registrant as specified in its Charter) Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act:NoneIndicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES ☐NOIndicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 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 of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has beensubject 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 submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant wasrequired 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 reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any 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 itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting 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 the registrantincluded 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 the common stock held by non-affiliates of the Registrant on June 28, 2024, the last business day of its mostrecently completed second fiscal quarter, was $268,571,000 based on the closing price of the Registrant’s Class A common stock as reportedby the New York Stock Exchange on that date. Shares of common stock held by each executive officer and director and by each person whoowns 10% or more of the outstanding common stock have been excluded from the foregoing calculation in that such persons may be deemedaffiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes. As of April 2, 2025, the registrant had outstanding 30,967,114 shares of Class A common stock and 1,507,325 shares of Class B commonstock. DOCUMENTS INCORPORATED BY REFERENCEPortions of the registrant’s Definitive Proxy Statement relating to the 2025 Annual Meeting of Stockholders, are incorporated by reference into Part III of this Annual Report on Form 10-K/A where indicated. Such Definitive Proxy Statement will be filed with the Securities andExchange Commission within 120 days after the end of the registrant’s fiscal year ended December 31, 2024. EXPLANATORY NOTE As previously disclosed in the Form 12b-25 filed with the Securities and Exchange Commission (the “SEC”) onApril 1, 2025, on March 31, 2025, Spire Global, Inc. (the “Company”) inappropriately filed its Annual Report onForm 10-K for the year ended December 31, 2024 (the “Annual Report”) prior to the completion of the audit byits independent registered public accounting firm, PricewaterhouseCoopers LLP (“PwC”). PwC did not provideapproval to include the audit report with respect to the year ended December 31, 2024 in the Annual Report anddid not consent to the incorporation by reference of such audit report in certain registration statements. Inaddition, the version of the audit report included in the Annual Report, which PwC did not sign, omitted aparagraph disclosing substantial doubt about the Company’s ability to continue as a going concern. As a result, the Company is filing this Annual Report on Form 10-K/A for the year ended December 31, 2024 to