阿尔法和欧米伽半导体：2024年度报告

☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934FOR THE TRANSITION PERIOD FROMTO Commission file number001-34717__________________________ Alpha and Omega Semiconductor Limited(Exact name of Registrant as Specified in its Charter) 77-0553536 (I.R.S. Employer Identification Number) Clarendon House,2 Church StreetHamiltonHM 11,Bermuda(Address of Principal RegisteredOffices including Zip Code)(408)830-9742(Registrant's Telephone Number, Including Area Code)__________________________________________ Securities registered pursuant to Section12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registeredCommon Shares, $0.002 par value per shareAOSLThe NASDAQ Global Select Market Securities registered pursuant to Section12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.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 Securities Exchange Act of 1934during the preceding 12months, (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filingrequirements for the past 90days.Yes☒No☐Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submitsuch files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or anemerging growth company. See definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and "emerging growth company" inRule12b-2 of the Exchange Act. (Check one): Large accelerated filer☒Accelerated filer☐Non-accelerated filer(Donotcheckifasmallerreportingcompany)Smallerreportingcompany☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any newor 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 internalcontrol over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared orissued 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 thefiling 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 receivedby any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).Yes☐No☒The aggregate market value of the voting shares held by non-affiliates of the registrant as of December 31, 2024 was approximately $904million based on the closing price of the registrant's common share as reported on the NASDAQ Global Select Market on December 31, 2024 (the last business day of theregistrant's most recently completed second fiscal quarter). The common shares of the registrant held by each executive officer and director and certainaffiliated shareholders who beneficially owned 10% or more of the outstanding common stock of the registrant have been excluded in such calculation as such persons and entities may be deemed to be affiliates of the registrant. This determination of affiliate status is not necessarily a conclusive determination for otherpurposes. There were30,013,611shares of the registrant's common shares outstanding as of July 31, 2025. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's Proxy Statement for the registrant's 2025 Annual General Meeting of Shareholders are incorporated by reference into Part III ofthis Form 10-K to the extent stated herein. The Definitive Proxy Statement is expected to be filed within 120 days of the registrant's fiscal year ended June30,2025. Alpha and Omega Semiconductor LimitedForm10-KFor the Year Ended June30, 2025TABLE OF CONTENTS PartI. Item1.BusinessItem1A.Risk FactorsItem1B.Unresolved Staff CommentsItem1C.CybersecurityItem2.PropertiesItem3.Legal ProceedingsItem4.Mine Safety DisclosuresPartII. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities[Reserved]Management's Discussion and Ana