美森轮船 2025年度报告

FORM10-K ☒ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACTOF 1934 For the fiscal year ended December31, 2025OR ☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGEACT OF 1934 Securities registered pursuant to Section12(b)of the Act: Securities registered pursuant to Section12(g)of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act. Yes⌧No◻ Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act. Yes◻No⌧ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of 1934during 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 filingrequirements 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 pursuant to Rule405 ofRegulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles). Yes⌧No◻ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or anemerging growth company. See the definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growthcompany” in Rule12b-2 of the Exchange Act. 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 for complying with any newor 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 effectiveness of its internalcontrol over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared 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 the registrant included in thefiling 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-based compensationreceived 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 Rule12b-2 of the Exchange Act). Yes☐No☒ Aggregate market value of Common Stock held by non-affiliates at June30, 2025:$3,466,200,557Number of shares of Common Stock outstanding at February13, 2026:30,439,310 Documents Incorporated By Reference The following document is incorporated by reference in Part III of the Annual Report on Form 10-K to the extent described therein: Proxy statement forthe annual meeting of shareholders of Matson, Inc. to be held on April23, 2026. TABLE OF CONTENTS PARTI Item 1.1A.1B.2(1)2(2)9C.10D.12Item1A.12Item 1B.23Item 1C.23Item 2.25Item 3.26Item 4.26BusinessCompany OverviewBusiness DescriptionOcean Transportation SegmentLogistics SegmentEmployees and Labor RelationsAvailable InformationRisk FactorsUnresolved Staff CommentsCybersecurityPropertiesLegal ProceedingsMine Safety Disclosures PARTII Item 5.27Item 6.28Item 7.29Item7A.39Item 8.41Item 9.77Item9A.777777Item 9B.78Item 9C.78Market for Registrant’s Common Equity, Related Stockholder Matters and IssuerPurchases ofEquitySecuritiesRemoved and ReservedManagement’s Discussion and Analysis of Financial Condition and Results ofOperationsQuantitative and Qualitative Disclosures About Market RiskFinancial Statements and Supplementary DataChanges in and Disagreements with Accountants on Accounting and FinancialDisclosureControls and ProceduresConclusion Regarding Effectiveness of Disclosure Controls and ProceduresInternal Control over Financial ReportingOther InformationDisclosure Regarding Foreign Jurisdictions that Prevent Inspections PARTIII A.78B.78C.78D.78E.78Item 11.79Item 12.79Item 13.79Item 14.79DirectorsInformation About Our Executive OfficersCorporate GovernanceCode of EthicsInsider Trading PolicyExecutive CompensationSecurity Ownership of Certain Beneficial Owners and Management and RelatedStockholderMattersCertain Relationships and Related Transactions, and Director IndependencePrincipal Accountant Fees and Services PARTIV Item 15.80A.80Exhibits and Financial Statement SchedulesFinancial Statements B.80C.80Financial Statement SchedulesExhibits Required by Item 601 of Regulation S-K Item 16.85Form 10-K Summa