C3is Inc 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☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year endedDecember 31,2024OR☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934OR☐SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934Commission file number001-41717 The number of outstanding shares of each of the issuer’s classes of capital or common stock as of December31,2024was:706,500shares of Common Stock, par value $0.01 per share, and600,000shares ofSeries A Convertible Preferred Stock, par value $0.01 per share.Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.☐Yes☒NoIf this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section13 or 15(d) of the Securities Exchange Act of 1934.☐Yes☒NoIndicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periodthat the registrant was required to file such reports), and (2)has been subject to such filing requirements for the past 90 days.☒Yes☐NoIndicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of RegulationS-T(§232.405 of this chapter) during thepreceding 12 months (or for such shorter period that the registrant was required to submit such files).☒Yes☐NoIndicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-acceleratedfiler or an emerging growth company. See the definitions of “large accelerated filer”, “acceleratedfiler” and “emerging growth company” in Rule12b-2of the Exchange Act.Largeacceleratedfiler☐Acceleratedfiler☐Non-accelerated filer☒Emerginggrowthcompany☒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 Section13(a) of the Exchange Act.☒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 financial reporting under Section404(b) of theSarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report:☐Yes☒NoIf securities are registered pursuant to Section12(b) of the Act, indicate by check mark whether the financial statements 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 recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during therelevant 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:U.S. GAAP☒International Financial Reporting Standards as issuedOther☐by the International Accounting Standards Board☐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 Rule12b-2of the Exchange Act).☐Yes☒No Table of ContentsTABLE OF CONTENTSABOUT THIS REPORTFORWARD-LOOKING INFORMATIONPART IItem1.Identityof Directors, Senior Management and AdvisersItem2.OfferStatistics and Expected TimetableItem3.KeyInformationItem4.Informationon the CompanyItem4AUnresolvedStaff CommentsItem5.Operatingand Financial Review and ProspectsItem6.Directors,Senior Management and EmployeesItem7.MajorStockholders and Related Party TransactionsItem8.FinancialInformationItem9.TheOffer and ListingItem10.AdditionalInformationItem11.Quantitativeand Qualitative Disclosures About Market RiskItem12.Descriptionof Securities Other than Equity SecuritiesPART IIItem13.Defaults,Dividend Arrearages and DelinquenciesItem14.MaterialModifications to the Rights of Security Holders and Use of ProceedsItem15.Controlsand ProceduresItem16.Item16AAuditCommittee Financial ExpertItem16BCodeof EthicsItem16CPrincipalAccountant Fees and ServicesItem16DExemptionsfrom the Listing Standards for Audit CommitteesItem16EPurchasesof Equity Securities by the Issuer and Affiliated PurchasersItem16FChangein Registrant’s Certifying AccountantItem16GCorporateGovernanceItem16HMineSafety DisclosuresItem16IDisclosureRegarding Foreign Jurisdictions that Prevent Inspections.Item