Pharvaris NV 2025年年度报告和过渡报告

☐REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934OR OR Securities registered or to be registered pursuant to Section 12(b) of the Act: Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annualreport. The number of outstanding common shares as of December 31, 2024 was54,379,491. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes☒No☐ If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of theSecurities Exchange Act of1934. Yes☐No☒ Note– Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of1934from their obligations 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 1934during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filingrequirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically, if any, every Interactive Data File required to be submitted pursuant to Rule 405of Regulation S-T(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles).☒Yes☐NoIndicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company.See definition of “large accelerated filer, “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has electednot to use the extendedtransition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of theExchange Act.☐ †The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its AccountingStandards Codificationafter April 5, 2012.Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financialreporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.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 financial statements of the registrant included in the filing reflect the correction ofan 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-based compensation received by any of the registrant’sexecutive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.☐Item 17☐Item 18If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ Table of Contents Pharvaris N.V. TABLE OFCONTENTS CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTSENFORCEABILITY OF JUDGMENTSPART I ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERSA.Directors and senior management B.AdvisersC.Auditors ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE A.Offer statisticsB.Method and expected timetableITEM 3. KEY INFORMATION A.ReservedB.Capitalization and indebtednessC.Reasons for the offer and use of proceedsD.Risk factors ITEM 4. INFORMATION ON THE COMPANY A.History and development of the companyB.Business OverviewC.Organizational structureD.Property, plants and equipmentITEM 4A. UNRESOLVED STAFF COMMENTS ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTSA.Operating results B.Liquidity and capital resourcesC.Research and development, patents and licenses, etc.D.Trend informationE.Critical accounting estimatesITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES A.Directors and senior management B.CompensationC.Board practicesD.EmployeesE.Share ownershipF.Disclosure of a registrant’s action to recover erroneously awarded compensationITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS A.Major shareholders B.Related party transactionsC.Interests of Experts and CounselITEM 8. FINANCIAL INFORMATION A.Consolidated statements and other financial information B.Significant changesITEM 9. THE OFFER AND LISTING A.Offering and listing detailsB.Plan of