NeoVolta Inc 2024年度报告

FORM10-KxANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year endedJune 30, 2025 OR oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number:001-41447 NeoVolta, Inc.(Exact name of registrant as specified in its charter) 12195 Dearborn PlacePoway,CA(Address of principalexecutive offices) Registrant’s telephone number, including area code:(800)364-5464 Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes¨Noý Indicateby check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)of theAct.Yes¨Noý 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 periods as the registrant was required to file such reports)and (2)has been subject to such filing requirements for the past 90days.YesýNo¨ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required tosubmit such files).YesýNo¨ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smallerreporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerginggrowth company" in Rule 12b-2 of the Exchange Act. (check one) Accelerated fileroSmaller reporting companyxEmerging growth companyx Large accelerated fileroNon-accelerated filerx 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 the effectivenessof its internal control over financial reporting under Section 404 (b) of the Sarbanes-Oxley Act (15 U.S.C. 7262 (b)) by the registeredpublic 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-basedcompensation received by 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 Rule 12b-2 of the Act).YES¨NOý The aggregate market value of the registrant’s voting equity held by non-affiliates of the registrant, computed by reference to the priceat which the common stock was last sold as of the last business day of the registrant’s most recently completed second fiscal quarter,was approximately $147.9million. In determining the market value of the voting equity held by non-affiliates, securities of theregistrant beneficially owned by directors, officers and 10% or greater shareholders of the registrant have been excluded. Thisdetermination of affiliate status is not necessarily a conclusive determination for other purposes. The number of shares of the registrant’s common stock outstanding as of September 29, 2025 was34,213,838. DOCUMENTS INCORPORATED BY REFERENCE Portions of this registrant’s definitive proxy statement for its 2025 Annual Meeting of Stockholders to be filed with the SEC no laterthan 120 days after the end of the registrant’s fiscal year are incorporated herein by reference in Part III of this Annual Report on Form10-K. Table of Contents CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS1PART I2ITEM 1. BUSINESS2ITEM 1A. RISK FACTORS9ITEM 1B. UNRESOLVED STAFF COMMENTS20ITEM 1C. CYBERSECURITY20ITEM 2. PROPERTIES21ITEM 3. LEGAL PROCEEDINGS21ITEM 4. MINE SAFETY DISCLOSURES21PART II22ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS ANDISSUER PURCHASES OF EQUITY SECURITIES22ITEM 6. [RESERVED]23ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS23ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS26ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA27ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIALDISCLOSURE41ITEM 9A. CONTROLS AND PROCEDURES41ITEM 9B. OTHER INFORMATION42ITEM 9C. DISCLOSURE REGARDING FOREIGN J