Bright Minds Biosciences Inc 2024年度报告

☒ANNUAL REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number:001-40997 BRIGHT MINDS BIOSCIENCES INC.(Exact name of Registrant as specified in its charter) N/A(Translation of Registrant’s name into English (if applicable)) N/A(I.R.S. EmployerIdentification No.) Securities registered or to be registered pursuant to Section 12(b) of the Securities Exchange Act of 1934 (the “Exchange Act”): Securities registered or to be registered pursuant to Section 12(g) of the Exchange Act:None Securities for which there is a reporting obligation pursuant to Section 15(d) of the Exchange Act:None For annual reports, indicate by check mark the information filed with this Form: ☑Annual Information Form Indicate the number of outstanding shares of the Registrant’s classes of capital or common stock as of the close of the periodcovered by the annual report:7,635,789 common shares were outstanding as of September 30, 2025 Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the ExchangeAct during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has ☑Yes 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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter ☑Yes Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.Emerging growth company☑ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if theregistrant has elected not to use the extended transition period for complying with any new or revised financial accounting Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by 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). INTRODUCTORY INFORMATION Bright Minds Biosciences Inc. (the "Company" or "Bright Minds") is a "foreign private issuer" as defined in Rule 3b-4 underSecurities Exchange Act of 1934, as amended (the "Exchange Act"), and is a Canadian issuer eligible to file its annual report("Annual Report") pursuant to Section 13 of the Exchange Act on Form 40-F pursuant to the multi-jurisdictional disclosuresystem (the "MJDS") adopted by the United States Securities and Exchange Commission (the "SEC"). The Company's common In this annual report, references to "we", "our", "us", the "Company" or "Bright Minds", mean Bright Minds Biosciences Inc.and our wholly owned subsidiaries, unless the context suggests otherwise. Unless otherwise indicated, all amounts in this annual report are in Canadian dollars and all references to "$" or "CAD$" meanCanadian dollar and references to "U.S. dollars" or "USD$" are to United States dollars. PRINCIPAL DOCUMENTS The following principal documents are filed as exhibits to, and incorporated by reference into, this Annual Report: Pursuant to Rule 3a12-3 under the Exchange Act, the Company’s equity securities are exempt from sections 14(a), 14(b), 14(c),14(f) and 16 of the Exchange Act. FORWARD-LOOKING STATEMENTS This Annual Report (including the documents incorporated by reference herein) includes or incorporates by reference certainstatements which may constitute “forward-looking information” within the meaning of Canadian securities law requirements and“forward-looking statements” within the meaning of the United StatesPrivate Securities Litigation Reform Act of 1995. Theseforward-looking statements are made as of the date of this Annual Report and the Company does not intend, and does not assumeany obligation, to update these forward-looking statements, except as required under applicable securities legislation. Forward-looking statements relate to future events or future performance and reflect Company management’s expectations or beliefsregarding future events. In certain cases, forward-looking statements can be identified by the use of words such as “plans”,“expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “pipeline”, “intends”, “anticipates”or “does not anticipate”, or “believes”, or variations of such words and phras