Telix Pharmaceuticals Ltd ADR 2026年年度报告和过渡报告

(Mark One) REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIESEXCHANGE ACT OF 1934 OR ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the fiscal year endedDecember31, 2025OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934 For the transition period from_____________________to_____________________OR SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934 Date of event requiring this shell company report:_____________________Commission file number001-42128 Telix Pharmaceuticals Limited (Exact name of Registrant as specified in its charter) (Translation of Registrant's name into English) Australia Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant wasrequired 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 besubmitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for suchshorter period 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, oran emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” and “emerging growthcompany” in Rule 12b-2 of the ExchangeAct . If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revisedfinancial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.☐ † The term “new or revised financial accounting standard” refers to any update issued by the Financial AccountingStandards Board to its Accounting Standards Codification after April 5, 2012. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment ofthe effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15U.S.C. 7262(b)) by the registered public 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 statementsof the registrant 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 ofincentive-based compensation received by any of the registrant’s executive officers during the relevant recovery periodpursuant to §240.10D-1(b). Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included inthis filing: U.S. GAAP International Financial Reporting Standardsas issued by the International Accounting Standards BoardOther If “Other” has been checked in response to the previous question, indicate by check mark which financial statement itemthe registrant has elected to follow. Item 17Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 ofthe Exchange Act). YesNo ITEM 1.IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS4ITEM 2.OFFER STATISTICS AND EXPECTED TIMETABLE4ITEM 3.KEY INFORMATION4ITEM 4.INFORMATION ON THE COMPANY82ITEM 4A.UNRESOLVED STAFF COMMENTS157ITEM 5.OPERATING AND FINANCIAL REVIEW AND PROSPECTS157ITEM 6.DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES171ITEM 7.MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS210ITEM 8.FINANCIAL INFORMATION213ITEM 9.THE OFFER AND LISTING214ITEM 10.ADDITIONAL INFORMATION215ITEM 11.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK222ITEM 12.DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES224ITEM 13.DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES227ITEM 14.MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OFPROCEEDS227ITEM 15.CONTROLS AND PROCEDURES227ITEM 16.RESERVED228ITEM 16A.AUDIT COMMITTEE FINANCIAL EXPERT228ITEM 16B.CODE OF ETHICS228ITEM 16C.PRINCIPAL ACCOUNTANT FEES AND SERVICES228ITEM 16D.EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES229ITEM 16E.PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATEDPURCHASERS229ITEM 16F.CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT229ITEM 16G.CORPORATE GOVERNANCE229ITEM 16H.MINE SAFETY DISCLOSURE230 ITEM 16I.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 230ITEM 16J.INSIDER TRADING POLICIES230ITEM 16K.CYBERSECURITY230ITEM 17.FINANCIAL STATEMENTS231ITEM 18.FINANCIAL STATEMENTS231ITEM 19.EXHIBITS231 INTRODUCTION Telix Pharmaceuticals Limited was incorporated under