水滴 2025年年度报告和过渡报告

(Mark One) ☐REGISTRATION STATEMENT PURSUANT TO SECTION12(b)OR (g)OF THE SECURITIES EXCHANGE ACT OF 1934OR☒ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscalyear endedDecember 31, 2024.OR☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934OR☐SHELL COMPANY REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934Date of event requiring this shell company report ________For the transition period from ________ to ________Commission file number:001-40376WaterdropInc.(Exact name of Registrant as specified in its charter)N/A(Translation of Registrant’s name into English)Cayman Islands(Jurisdiction of incorporation or organization)Block C, Wangjing Science and Technology ParkNo.2 Lize Zhonger RoadChaoyang District, Beijing100102People’s Republic of China+86 10 5339-4997(Address of Principal Executive Offices)Xiaoying Xu, Head of FinanceTelephone: +86 105339-4997Email:IR@shuidi-inc.comBlock C, Wangjing Science and Technology ParkNo.2 Lize Zhonger RoadChaoyang District, Beijing100102People’s Republic of China(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 Act: Title of each classTradingSymbol(s)Name of each exchangeon which registeredAmerican depositary shares(each ADSrepresents ten of our ClassA ordinaryshares, par value US$0.000005 per share)WDHNew York Stock ExchangeClassA ordinaryshares, par valueUS$0.000005 per share*New York Stock Exchange None(Title of Class)Securities for which there is a reporting obligation pursuant to Section15(d)of the Act:None(Title of Class) 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 bythe annual report. 2,822,868,761ClassA ordinary shares (excluding459,387,760ClassA ordinary shares, comprising of ClassA ordinary shares issued to thedepositary for bulk issuance of ADSs and reserved for future issuances upon the exercise or vesting of awards granted under share incentiveplans, and ClassA ordinary shares in the form of ADSs held in treasury) and801,904,979ClassB ordinary shares, par value US$0.000005 pershare, as of December 31, 2024. 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 to Section13 or15(d)of the Securities Exchange Act of 1934.☐Yes☒No Note— Checking the box above will not relieve any registrant required to file reports pursuant to Section13 or 15(d)of the SecuritiesExchange Act of 1934 from their obligations under those Sections. Indicate by check mark whether the registrant: (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities ExchangeAct of 1934 during the preceding 12months (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 90days.☒Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule405 of Regulation S-T(§232.405 of this chapter) during the preceding 12months (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, or an emerging growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule12b-2 of the ExchangeAct. Largeacceleratedfiler☐Accelerated filer☒Non-acceleratedfiler☐Emerginggrowthcompany☒ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registranthas elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuantto Section13(a)of the Exchange Act.☐Yes☒No † The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to itsAccounting 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 effectiveness of itsinternal control over financial reporting under Section404(b)of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report.☐Yes☒No If securities are registered pursuant to Section12(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 er