Archimedes Tech SPAC Partners II Co 2025年度报告

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year endedDecember 31, 2025 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from ________ to _________ Commission file number:001-42514 ARCHIMEDES TECH SPAC PARTNERS II CO.(Exact name of registrant as specified in its charter) Cayman IslandsN/A(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.) (725) 312-2430(Registrant’s telephone number, including area code) 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 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 theSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to filesuch 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 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☐ Table of Contents 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. Accelerated filer☐Smaller reporting company☒Emerging Growth Company☒ Large accelerated filerNon-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition periodfor complying 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-based compensation 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 Act). Yes☒No☐ As of June 30, 2025 (the last business day of the registrant’s most recently completedsecond fiscal quarter), the aggregatemarket value of the voting and non-voting common equity held by non-affiliates of the registrant was $235,290,000. As of March 2, 2026, the registrant had 29,590,000 ordinary shares outstanding (inclusive of shares included in outstandingunits). DOCUMENTS INCORPORATED BY REFERENCE None. TABLE OF CONTENTS CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS1PART IItem 1.Business2Item 1A.Risk Factors9Item 1B.Unresolved Staff Comments9Item 1C.Cybersecurity9Item 2.Properties9Item 3.Legal Proceedings10Item 4.Mine Safety Disclosures10PART IIItem 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities11Item 6.[Reserved]12Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations.12Item 7A.Quantitative and Qualitative Disclosures About Market Risk15Item 8.Financial Statements and Supplementary Data15Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure16Item 9A.Controls and Procedures16Item 9B.Other Information16Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections16PART IIIItem 10.Directors, Executive Officers and Corporate Governance17Item 11.Executive Compensation22Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters23Item 13.Certain Relationships and Related Transactions, and Director Independence24Item 14.Principal Accountant Fees and Services26PART IVItem 15.Exhibits and Financial Statement Schedules27Item 16.