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(Mark One)☐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 1934Date of event requiring this shell company reportFor the transition period fromtoCommission file number1-13368 POSCO HOLDINGS INC. (Exact name of Registrant as specified in its charter) POSCO HOLDINGS INC.The Republic of Korea(Translation of Registrant’s name into English)(Jurisdiction of incorporation or organization)POSCO Center,440Teheran-ro,Gangnam-guSeoul,Republic of Korea06194(Address of principal executive offices)Chung,Ihn-youngPOSCO Center,440Teheran-ro,Gangnam-guSeoul,Republic of Korea06194Telephone:+82-2-3457-1073;E-mail:ihnyoung.h@posco-inc.com;Facsimile:+82-2-3457-6000(Name, telephone,e-mailand/or facsimile number and address of company contact person)Securities registered or to be registered pursuant to Section12(b) of the Act. As of December31, 2024, there were75,620,779shares of common stock, par value Won5,000 per share, outstanding (not including 7,003,598 shares ofcommon stock held by the company as treasury shares) Indicate 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 thepreceding 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 submitted pursuant to Rule 405 of RegulationS-T(§232.405 of this chapter) during the preceding 12 months (or for such shorter 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, anon-acceleratedfiler or an emerging growth company. See definitionof “large accelerated filer,” “accelerated filer” and “emerging growth company” inRule12b-2of the Exchange Act. (Check one): Large accelerated filer☒Accelerated filer☐Non-acceleratedfiler☐Emerging growth company☐ 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 usethe extended transition period for complying with 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 overfinancial reporting under Section404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting 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 registrant included in the filing reflectthe correction of an error to previously issued financial statements.Yes☐No☒ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by anyof the registrant’s executive officers during the relevant recovery period pursuant to§240.10D-1(b).Yes☐No☒ Table of Contents TABLE OF CONTENTS GLOSSARYPART IITEM 1.IDENTITY OF DIRECTORS, SENIOR MANAGERS AND ADVISERSItem 1.A.Directors and Senior ManagementItem 1.B.AdvisersItem 1.C.AuditorITEM 2.OFFER STATISTICS AND EXPECTED TIMETABLEItem 2.A.Offer StatisticsItem 2.B.Method and Expected TimetableITEM 3.KEY INFORMATIONItem 3.A.[Reserved]Item 3.B.Capitalization and IndebtednessItem 3.C.Reasons for Offer and Use of ProceedsItem 3.D.Risk FactorsITEM 4.INFORMATION ON THE COMPANYItem 4.A.History and Development of the CompanyItem 4.B.Business OverviewItem 4.C.Organizational StructureItem 4.D.Property, Plants and EquipmentItem 4A.Unresolved Staff CommentsITEM 5.OPERATING AND FINANCIAL REVIEW AND PROSPECTSItem 5.A.Operating ResultsItem 5.B.Liquidity and Capital ResourcesItem 5.C.Research and Development, Patents and Licenses, Etc.Item 5.D.Trend InformationItem 5.E.Critical Accounting EstimatesITEM 6.DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEESItem 6.A.Directors and Senior ManagementItem 6.B.CompensationItem 6.C.Board PracticesItem 6.D.EmployeesItem 6.E.Share OwnershipItem 6.F.Disclosure of a Registrant’s Action to Recover Erroneously Awarded CompensationITEM 7.MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONSItem 7.A.Major ShareholdersItem 7.B.Related Party TransactionsItem 7.C.Interests of Experts and CounselITEM 8.FINANCIAL INFORMATIONItem 8.A.Consolidated Statements and Other Financial InformationI