TAO Synergies Inc 2024年度报告

TABLE OF CONTENTS Item Number and CaptionPageCAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION2PART I3Item 1.Business3Item 1A.Risk Factors37Item 1B.Unresolved Staff Comments58Item 1C.Cybersecurity58Item 2.Properties59Item 3.Legal Proceedings60Item 4.Mine Safety Disclosures60PART II60Item 5.Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities60Item 6.[Reserved]60Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations60Item 8.Financial Statements and Supplementary Data69Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure69Item 9A.Controls and Procedures70Item 9B.Other Information72Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections72PART III72Item 10.Directors, Executive Officers and Corporate Governance72Item 11.Executive Compensation78Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters84Item 13.Certain Relationships and Related Transactions, and Director Independence85Item 14.Principal Accountant Fees and Services85PART IV87Item 15.Exhibits and Financial Statements Schedules87Item 16.Form 10-K SummarySignatures92 Table of Contents CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION This report contains forward-looking statements, including, without limitation, in the sections captioned “Business,” “Risk Factors,” and “Management’s Discussion andAnalysis of Financial Condition and Results of Operations,” and elsewhere. Any and all statements contained in this report that are not statements of historical fact may bedeemed forward-looking statements. Terms such as “may,” “might,” “would,” “should,” “could,” “project,” “estimate,” “pro-forma,” “predict,” “potential,” “strategy,”“anticipate,” “attempt,” “develop,” “plan,” “help,” “believe,” “continue,” “intend,” “expect,” “future,” and terms of similar import (including the negative of any of theforegoing) may be intended to identify forward-looking statements. However, not all forward-looking statements may contain one or more of these identifying terms. Forward-looking statements in this report may include, without limitation, statements regarding (i) the plans and objectives of management for future operations, including plans orobjectives relating to the development of commercially viable pharmaceuticals, (ii) a projection of income (including income/loss), earnings (including earnings/loss) pershare, capital expenditures, dividends, capital structure or other financial items, (iii) our future financial performance, including any such statement contained in adiscussion and analysis of financial condition by management or in the results of operations included pursuant to the rules and regulations of the U.S. Securities andExchange Commission (“SEC”), and (iv) the assumptions underlying or relating to any statement described in points (i), (ii) or (iii) above. The forward-looking statements are not meant to predict or guarantee actual results, performance, events, or circumstances and may not be realized because they are basedupon our current projections, plans, objectives, beliefs, expectations, estimates and assumptions and are subject to a number of risks and uncertainties and other influences,many of which we have no control over. Actual results and the timing of certain events and circumstances may differ materially from those described by the forward-lookingstatements as a result of these risks and uncertainties. Factors that may influence or contribute to the inaccuracy of the forward-looking statements or cause actual results todiffer materially from expected or desired results may include, without limitation, our inability to obtain adequate financing, the significant length of time associated withdrug development and related insufficient cash flows and resulting illiquidity, our inability to expand our business, significant government regulation of pharmaceuticals andthe healthcare industry, lack of product diversification, volatility in the price of our raw materials, existing or increased competition, results of arbitration and litigation,stock volatility and illiquidity, and our failure to implement our business plans or strategies. A description of some of the risks and uncertainties that could cause our actualresults to differ materially from those described by the forward-looking statements in this report appears in the section captioned “Risk Factors” and elsewhere in this report. Readers are cautioned not to place undue reliance on forward-looking statements because of the risks and uncertainties related to them and to the risk factors. We disclaimany obligation to update the forward-looking statements contained in this report to reflect any new information or future events or circumstances or otherwise. Unless the context otherwise indicates, references in this Annual Report on Form 10-K to the terms “Synaptogenix,” “Neurotr