Nomadar Corp-A：2025年季度报告

FORM10-Q (Mark One) QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period endedSeptember 30,2025 TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to _____________ Commission File Number:001-42924 NOMADAR CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware93-2969265(State or Other Jurisdiction ofIncorporation or Organization)(I.R.S. EmployerIdentification No.) 5015 Highway 59 NMarshall,Texas76570(Address of Principal Executive Office)(Zip Code) (323)672-4566(Registrant’s Telephone Number, Including Area Code) (Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Class A Common Stock, par value $0.000001 pershare Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 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 submitted andposted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorterperiod that the registrant was required to submit such files).☒Yes☐No 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”, “non-accelerated filer”, “smaller reportingcompany” and “emerging growth” in Rule 12b-2 of the Exchange Act. Large Accelerated filer☐Accelerated filer☐Non-accelerated filer☒Smaller reporting company☒Emerging growth company☒ 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act).☐Yes☒No The number of shares of the Registrant’s common stock, $0.000001par value per share, outstanding as of November 21, 2025, was12,673,401. NOMADAR CORP.TABLE OF CONTENTS Item 1.Condensed Financial Statements (Unaudited)Unaudited Condensed Balance Sheets as of September 30, 2025 and December 31, 20241Unaudited Condensed Statements of Operations for the Three and Nine months Ended September 30, 2025 and20242Unaudited Condensed Statements of Changes in Stockholders’ Equity (Deficit) for the Nine Months EndedSeptember 30, 2025 and 20243Unaudited Condensed Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 20244Notes to Unaudited Condensed Financial Statements5Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations18Item 3Quantitative and Qualitative Disclosures about Market Risk26Item 4Controls and Procedures26PART II – Other Information27Item 1.Legal Procedures27Item 1A.Risk Factors27Item 2.Unregistered Sales of Equity Securities and Use of Proceeds27Item 3.Defaults Upon Senior Securities28Item 4.Mine Safety Disclosures28Item 5.Other Information28Item 6.Exhibits28SIGNATURES30 As used in this Quarterly Report on Form 10-Q, the terms “we”, “us”, “our” and the “Company” mean Nomadar Corp. taken as awhole (unless the context indicates a different meaning). Special Note Regarding Forward-Looking Statements This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the Private SecuritiesLitigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of theSecurities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements reflect the current view about futureevents. When used in this quarterly report, the words “anticipate,” “believe,” “estimate,” “expect,” “future,” “intend,” “plan” or thenegative of these terms and similar expressions, as they relate to us or our management, identify forward-looking statements. Suchstatements, include, but are not limited to, statements contained in this quarterly report relating to our business strategy, our futureoperating results and liquidity and capital resources outlook. Forward-looking statements are based on our current expectations andassumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future,they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Our actual results may differmaterially from those contemplated by the