旭明光电 2024年度报告

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549FORM 10-K(Mark One)ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934For the fiscal year ended August 31, 2024ORTRANSITION REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934For the transition period fromtoCommission File Number: 001-34992SemiLEDs Corporation(Exact name of registrant as specified in its charter)Delaware(State or other jurisdiction ofincorporation or organization)20-2735523(I.R.S. EmployerIdentification Number)3F, No.11 Ke Jung Rd., Chu-Nan Site,Hsinchu Science Park, Chu-Nan 350,Miao-Li County, Taiwan, R.O.C.(Address of principal executive offices)350(Zip Code)Registrant’s telephone number including area code: +886-37-586788Securities registered pursuant to Section 12(b) of the Act:Title of each classTrading Symbol(s)Name of each exchange on which registeredCommon Stock, par value $0.0000056LEDSThe Nasdaq Stock MarketSecurities registered pursuant to Section12(g) of the Act: None 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 Actof 1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to suchfiling requirements for the past 90days. YesNo 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 was required tosubmit such files).YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company,or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerginggrowth company” in Rule12b-2 of the Exchange Act.Large accelerated filerAccelerated filer If an emerging growth company, 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 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 the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firmthat 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 the registrant included in the filing reflect the correction of an error to previously issued financial statementsIndicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act). YesNoThe aggregate market value of voting stock held by non-affiliates of the registrant as of February 29,2024 (the last business day of the registrant’s most recently completed second fiscal quarter), based upon the closing price of the common stock reported by the NASDAQ Capital Market on suchdate, was approximately $5.4 million. Shares of common stock held by each executive officer and director of the registrant and by each person whoowns 10% or more of the registrant’s outstanding common stock have been excluded in that such persons may be deemed to be affiliates. Thisdetermination of affiliate status is not necessarily a conclusive determination for other purposes. Number of shares outstanding of the registrant’s Common Stock, par value $0.0000056 per share, as of November20, 2024: 7,211,738 SemiLEDs CorporationTable of Contents No.PART IItem 1.Business4Item 1A.Risk Factors11Item 1B.Unresolved Staff Comments24Item 1C.Cybersecurity24Item 2.Properties25Item 3.Legal Proceedings25Item 4.Mine Safety Disclosures25PART IIItem 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities26Item 6.[Reserved]26Item 7.Management’s Discussion and Analysisof Financial Condition and Results ofOperations27Item 7A.Quantitative and Qualitative Disclosures About Market Risk41Item 8.Financial Statements and Supplementary Data41Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure70Item 9A.Controls and Procedures70Item 9B.Other Information70Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections70PART IIIItem 10.Directors, Executive Officers and Corporate Governance71Item 11.Executive Compensation76Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters82Item 13.Certain