Apellis Pharmaceuticals Inc 2025年度报告

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934FOR THE TRANSITION PERIOD FROMTOCommission File Number001-38276 APELLIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Securities registered pursuant to Section 12(b) of the Act: 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 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 registrant was required to file suchreports), 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 submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period thatthe 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, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large acceleratedfiler☒Non-accelerated filer☐ Accelerated filer Small 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 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)) bythe 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 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 June 30, 2025, the aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant,based on the closing price of the shares of common stock on the Nasdaq Global Select Stock Market on such date, was $1.8 billion. The number of shares of the registrant’s common stock, par value $0.0001 per share outstanding as of February 17, 2026 was127,829,909. DOCUMENTS INCORPORATED BY REFERENCE The registrant intends to file a definitive proxy statement pursuant to Regulation 14A in connection with its 2026 Annual Meeting ofStockholders within 120 days of the end of the registrant’s fiscal year ended December 31, 2025. Portions of such proxy statementare incorporated by reference into Part III of this Annual Report on Form 10-K. Table of Contents PART I Item 1.BusinessItem 1A.Risk FactorsItem 1B.Unresolved Staff CommentsItem 1C.CybersecurityItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosures PART II Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities94Item 6.[Reserved]95Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations96Item 7A.Quantitative and Qualitative Disclosures About Market Risk109Item 8.Financial Statements and Supplementary Data109Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure141Item 9A.Controls and Procedures141Item 9B.Other Information143Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections143 PART III Item 10.Directors, Executive Officers and Corporate Governance144Item 11.Executive Compensation144Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters144Item 13.Certain Relationships and Related Transactions, and Director Independence144Item 14.Principal Accountant Fees and Services144 PART IV Exhibits and Financial Statement Schedules Item 15. SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS AND INDUSTRY DATA This Annual Report on Form 10-K contains forward-looking sta