极星汽车 2025年年度报告和过渡报告

FORM20-F/A (Mark One) ☐REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR 12(G) OF THESECURITIES EXCHANGE ACT OF 1934OR☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGEACT OF 1934For the fiscal year endedDecember 31, 2023OR☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIESEXCHANGE ACT OF 1934OR☐SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIESEXCHANGE ACT OF 1934Date of event requiring this shell company report:Commission File Number:001-41431 Polestar Automotive Holding UK PLC(Exact name of Registrant as specified in its charter) Not applicable(Translation of Registrant’s name into English)England and Wales(Jurisdiction of incorporation or organization) Assar Gabrielssons Väg 9405 31Gothenburg,Sweden(Address of Principal Executive Offices) Michael LohschellerAssar Gabrielssons Väg 9405 31Gothenburg,SwedenTel:+1551284 9479ir@polestar.com(Name, Telephone, Email and/or Facsimile number and Address of Company Contact Person) Securities registered or to be registered pursuant to Section12(b) of the Securities Exchange Act of 1934,as amended (the “Exchange Act”): Securities registered or to be registered pursuant to Section12(g) of the Exchange Act:NoneSecurities for which there is a reporting obligation pursuant to Section15(d) of the Exchange Act:None 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 shell company report: On December 31, 2023, the issuer had467,976,748ClassA Shares (as defined in this Report) inthe form of ClassA ADSs (as defined in this Report) issued and outstanding,1,642,233,575ClassB Shares (as defined in this Report)in the form of ClassB ADSs (as defined in this Report) issued and outstanding,20,499,965ClassC-1 Shares (as defined in thisReport) in the form of ClassC-1 ADSs (as defined in this Report) issued and outstanding and4,500,000ClassC-2 Shares (as definedin this Report) in the form of ClassC-2 ADSs (as defined in this Report) issued and outstanding. Indicateby check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the SecuritiesAct.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 Exchange Act of 1934.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 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 90days.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, or an emerginggrowth company. See definition of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of theExchange Act. Large Accelerated Filer☒ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if theregistrant has elected to use the extended transition period for complying with any new or revised financial accounting standards †provided pursuant to Section13(a) of the Exchange Act.☐ †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 the effectivenessof its internal control over financial reporting over Section404(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 which basis of accounting the registrant has used to prepare the financial statements included in this filing: International Financial Reporting Standardsasissued bythe International Accounting Standards Board☒ Other☐ USGAAP☐ If “Other” has been check