Vista Energy SAB de CV ADR 2025年年度报告和过渡报告

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, DC 20549 FORM 20-F ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 Commission File Number: 001- 39000 Vista Energy, S.A.B. de C.V.(Exact name of registrant as specified in its charter) N.A.(Translation of registrant’s name into English) United Mexican States(Jurisdiction of incorporation or organization) Torre Mapfre243 Paseo de la Reforma Avenue, 18thFloorColonia Renacimiento, Alcaldía CuauhtémocMexico City, 06600Mexico(Address of principal executive offices) Alejandro CherñacovTorre Mapfre243 Paseo de la Reforma Avenue, 18thFloorColonia Renacimiento, Alcaldía CuauhtémocMexico City, 06600MexicoTel.: + 52 (55) 1555-7104(Name, telephone, e-mail and/or facsimile number and address of company contact person) American Depositary Shares, eachrepresenting1 series A share, with no par value *Not for trading, but only in connection with the registration of American Depositary Shares, pursuant to therequirements of the Securities and Exchange Commission. Securities registered or to be registered pursuant to Section 12(g) of the Act: None Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of theclose of the period covered by the annual report: 95,285,451 outstanding series A shares, with no par value2 outstanding series C shares, with no par value Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of theSecurities Act.☐Yes ☐No If this report is an annual or transition report, indicate by check mark if the registrant is not required to filereports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.☐Yes ☐No Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period thatthe registrant was required to file such reports) and (2) has been subject to such filing requirements for thepast 90 days. ☐Yes ☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data Filerequired to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for suchshorter 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-acceleratedfiler,oranemerginggrowthcompany.Seethedefinitionsof“largeacceleratedfiler,”“accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large AcceleratedFiler If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP,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 ExchangeAct.☐ † The term “new or revised financial accounting standard” refers to any update issued by the FinancialAccounting Standards Board to its Accounting Standards Codification after April 5, 2012. Indicate by check mark which basis of accounting the registrant has used to prepare the financial statementsincluded in this filing: U.S. GAAP☐International Financial ReportingStandards as issuedOther☐by the International Accounting StandardsBoard☐ If “Other” has been checked in response to the previous question, indicate by check mark which financialstatement item the registrant has elected to follow.☐Item 17 ☐Item 18 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the ExchangeAct).☐Yes Indicate by check mark whether the registrant has filed a report on and attestation to its management’sassessment of the effectiveness of its internal control over financial reporting under Section 404(b) of theSarbanes-Oxley Act (§ 15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued itsaudit 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 issuedfinancial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recoveryanalysis of incentive-based compensation received by any of the registrant’s executive officers during therelevant recovery period pursuant to §240.10D-1(b).☐ Table of Contents Page Presentation of Information Forward-Looking Statements Item 1.Identity of Directors, Senior Management and Advisers Item 2.Item 3.Item 4.Item 4A.Item 5.Item 6.Item 7.Item 8.Item 9.Item 10.Item 11.Item 12.Item 13.Item 14.Item 15.Item 1