美国超导 2024年度报告

For the fiscal year endedMarch 31, 2025 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 Indicateby checkmark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the SecuritiesAct.Yes☒No☐ Indicate by checkmark if the registrant is not required to file reports pursuant to Section13 or Section 15(d) of theAct.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 90 days.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 (§ 232.405 of this chapter) during the preceding 12months (or for such shorter period that theregistrant was required to submit such files).Yes☒No☐ Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(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 theeffectiveness of its internal control over financial reporting under Section 404(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-1(b).☐ Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).Yes☐No☒ The aggregate market value of the registrant’s Common Stock held by non-affiliates of the registrant on September 30, 2024,based on the closing price of the shares of Common Stock on the Nasdaq Global Select Market on that date ($23.60per share) was$888.1million. Number of shares outstanding of the registrant’s Common Stock, as ofMay 16, 2025was39,502,666. DOCUMENTS INCORPORATED BY REFERENCE Portions of the definitive proxy statement for the annual meeting of stockholders scheduled to be held on July 25, 2025, to be filed withthe Securities and Exchange Commission (the “SEC”), are incorporated by reference in answer to Part III of this Form 10-K. AMERICAN SUPERCONDUCTOR CORPORATIONINDEXItemPagePART I1.Business51A.Risk Factors191B.Unresolved Staff Comments341C.Cybersecurity342.Properties353.Legal Proceedings364.Mine Safety Disclosures36PART II5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities366.Reserved377.Management’s Discussion and Analysis of Financial Condition and Results of Operations387A.Quantitative and Qualitative Disclosures About Market Risk468.Financial Statements and Supplementary Data479.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure869A.Controls and Procedures879B.Other Information899C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections89PART III10.Directors, Executive Officers and Corporate Governance8911.Executive Compensation8912.Security Ownership of Certain Beneficial Owners and Management and Related StockholderMatters8913.Certain Relationships and Related Transactions and Director Independence8914.Principal Accountant Fees and Services89PART IV15.Exhibits and Financial Statement Schedules9016.Form 10-K Summary903 American Superconductor®, Amperium®, AMSC®, D-VAR®, PowerModule™, D-VAR VVO®, PQ-IVR®, SeaTitan®, Gridtec™Solutions, Windtec™ Solutions, Smarter, Cleaner...Better Energy™, orchestrate the rhythm and harmony of power on the grid™,actiVAR®,armorVAR™,NEPSI™,Neeltran®and SafetyLOCK™are trademarks or registered trademarks of AmericanSuperconductor Corporation or our subsidiaries. We reserve all of our rights with respect to our trademarks or registered trademarksregardless of whether they are so designated in this Annual Report on Form 10-K by an ® or ™ symbol. All other brand names, productnames, trademarks or ser