INNO HOLDINGS INC 2024年度报告

FORM 10-K ☒ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934: For the fiscal year ending September 30, 2025 Commission file number: 001-41882 INNO HOLDINGS INC. (Exact name of registrant as specified in its charter) 87-4294543 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐No☒ 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 issuer was required to file such reports), and Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller 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 registered 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 Exchange Act). Yes☐No☒ As of March 31, 2025, the last business day of the Registrant’s most recently completed second fiscal quarter, the aggregate marketvalue of the voting common stock held by non-affiliates of the Registrant (without admitting that any person whose shares are not As of December 15, 2025, there were 97,948,480 shares of common stock, no par value, issued and outstanding. TABLE OF CONTENTS PART I ITEM 1:BUSINESS ITEM 1A:RISK FACTORS ITEM 1B:UNRESOLVED STAFF COMMENTS PART II ITEM 5:MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND PURCHASES OFEQUITY SECURITIES15ITEM 6:[RESERVED]16 PART III ITEM 10:DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE22ITEM 11:EXECUTIVE COMPENSATION27 PART IV ITEM 15:EXHIBITS AND FINANCIAL STATEMENT SCHEDULESITEM 16:FORM 10-K SUMMARY SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This annual report contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995,Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements mayappear throughout this annual report, including in the following sections: “Business” and “Management’s Discussion and Analysis ofFinancial Condition and Results of Operations.” Forward-looking statements are based on current expectations and assumptions thatare subject to risks and uncertainties that may cause actual results to differ materially. When used in this annual report, the words“anticipate,” “believe,” “estimate,” “expect,” “future,” “intend,” “plan,” or the negative of these terms and similar expressions, as theyrelate to us or our management, identify forward-looking statements. Such statements include, but are not limited to, statementscontained in this annual report relating to our business strategy, our future operating results, and our liquidity and capital-resources ●our ability to effectively operate our business segments;●our ability to manage our research, development, expansion, growth, and operating expenses; Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual resultsmay differ significantly from those anticipated, believed, estimated, expected, intended or planned. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict allof them. We cannot guarantee future results, levels of activity, performance, or achievements. Except as required by applicable law, USE OF CERTAIN DEFINED TERMS Unless the context otherwise requires, in this annual report on Form 10-K references to: ●the “Company,” “INNO,” the “registrant,” “we,” “our,” or “us” mean INNO HOLDINGS INC. and its subsidiaries;●“