微美全息 2025年年度报告和过渡报告

FORM20-F ☐REGISTRATION STATEMENT PURSUANT TO SECTION 12(b)OR (g)OF THE SECURITIES EXCHANGE ACT OF1934 OR ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember31,2024 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR15(d)OF THE SECURITIES EXCHANGE ACT OF1934 Date of event requiring this shell company report ______________ For the transition period from ________ to ________ Commission file number001-39257 WiMi Hologram Cloud Inc.(Exact name of Registrant as specified in its charter) Not Applicable(Translation of Registrant’s name into English) Cayman Islands(Jurisdiction of incorporation or organization) Room#1508, 4thBuilding,Zhubang 2000 Business Center, No. 97, Balizhuang Xili,Chaoyang District,BeijingThe People’s Republic ofChina,100020(Address of principal executive offices) Shuo Shi, Chief Executive and Operations Officersean@wimiar.comRoom#1508, 4thBuilding,Zhubang 2000 Business Center, No. 97, Balizhuang Xili,Chaoyang District,BeijingThe People’s Republic ofChina,100020Tel:+86-10-5338-4913(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Securities registered or to be registered pursuant to Section12(b)of the Act: *Beginning onApril 3,2025, the WIMI’s Class B ordinary shares commenced trading on NASDAQ under “WIMI” while WIMI’sADSs was no longer exist as a result of the ADR Termination on April 2, 2025. Securities registered or to be registered pursuant to Section12(g)of the Act: None Securities for which there is a reporting obligation pursuant to Section15(d)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 periodcovered by the annual report: As of December31, 2024, there were (i)20,115,570 ClassA ordinary shares issued and outstanding, parvalue US$0.0001 per share, and (ii)176,300,513ClassB ordinary shares issued and outstanding, par value US$0.0001 per share.(There were (i)1,005,779ClassA ordinary shares issued and outstanding, par value US$0.002 per share, and (ii)8,815,026ClassBordinary shares issued and outstanding, par value US$0.002 per share, if retroactively adjusted to reflect the 20-to-1 ordinary shareconsolidation effected on April 14, 2025). Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 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 toSection13 or 15(d)of the Securities ExchangeActof1934.☐Yes☒No Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the SecuritiesExchangeActof1934 during the preceding 12months (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 90days.☒Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule405 of RegulationS-T during the preceding 12months (or for such shorter period that the registrant was required tosubmit such files).☒Yes☐No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. Seedefinition of “accelerated filer and large accelerated filer” in Rule12b-2 of the ExchangeAct. Largeacceleratedfiler☐Acceleratedfiler☐Non-acceleratedfiler☒Emerginggrowthcompany☒ If an emerging growth company that prepares its financial statements in accordance with U.S.GAAP, indicate by check mark ifthe registrant has elected not to use the extended transition period for complying with any new or revised financial accountingstandards† provided pursuant to Section13(a)of the ExchangeAct.☐ †The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Boardto its Accounting Standards Codification after April5, 2012. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section404(b)of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by theregistered 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 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-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D