Everspin Technologies Inc. 2025年度报告

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FORTHE TRANSITION PERIOD FROMTO Commission File Number 001-37900__________________________________________________________________ Everspin Technologies, Inc. (Exact name of Registrant as specified in its Charter)__________________________________________________________________ Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of“large accelerated filer”, “accelerated filer”, “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. 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 duringthe relevant recovery period pursuant to §240.10D-1(b). As of June30, 2025, the last business day of the Registrant’s most recently completed second fiscal quarter, the aggregate market value of the common stock of the Registrant held by non-affiliates, basedupon the closing sales price for the Registrant’s common stock for such date, as quoted on the Nasdaq Global Market, was approximately $134.2 million. Shares of common stock held by each officer,director and entities affiliated with directors have been excluded because such persons may be deemed to be “affiliates” as that term is defined under the rules and regulations of the Exchange Act. This Portions of the Registrant’s Definitive Proxy Statement relating to the 2026 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission within 120 days after the endof the Registrant’s fiscal year ended December31, 2025, are incorporated by reference into Part III of this Annual Report on Form 10-K. Table of Contents PART I PART II Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity SecuritiesItem 6.[Reserved]Item 7.Management’s Discussion and Analysis of Financial Condition and Results of OperationsItem 7A.Quantitative and Qualitative Disclosures About Market RiskItem 8.Financial Statements and Supplementary DataItem 9.Changes in and Disagreements With Accountants on Accounting and Financial DisclosureItem 9A.Controls and ProceduresItem 9B.Other InformationItem 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections PART III Item 10.Directors, Executive Officers and Corporate GovernanceItem 11.Executive CompensationItem 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13.Certain Relationships and Related Transactions, and Director IndependenceItem 14.Principal Accountant Fees and Services PART IV Item 15.Exhibits and Financial Statement Schedules In this Annual Report on Form 10-K, “we,” “our,” “us,” “Everspin Technologies,” “Everspin,” and the “Company” refer to EverspinTechnologies, Inc. The Everspin logo and other trade names, trademarks or service marks of Everspin Technologies are the property of EverspinTechnologies, Inc. This report contains references to our trademarks and to trademarks belonging to other entities. Trade names, trademarks andservice marks of other companies appearing in this report are the property of their respective holders. We do not intend our use or display of Forward-Looking Statements This Annual Report on Form 10-K contains forward-looking statements concerning our business, operations and financial performanceand condition, as well as our plans, objectives and expectations for our business operations and financial performance and condition. Anystatements contained herein that are statements of events or results that may occur in the future are deemed to be forward-looking statements. Insome cases, forward-looking statements can be identified by terminology such as “aim,” “anticipate,” “assume,” “believe,” “continue,” “could,”“due,” “estimate,” “expect,” “goal,” “intend,” “may,” “objective,” “plan,” “predict,” “potential,” “positioned,” “seek,” “should,” “will,” •estimates of our future revenue, expenses, capital requirements and our needs for additional financing; •the implementation of our business model and strategic plans for our products, technologies and businesses;•our expectations regarding current supply constraints;•competitive companies and technologies and our industry;•our ability to manage and grow our business by expanding our sales to existing customers or introducing our products to newcustomers;•our ability to establish and maintain intellectual property (IP) protection for our products or avoid claims of infringement;•our ability to hire and retain key personnel;•our financial performance;•our estimates of the MRAM market opportunity; and•the volatility of our share price. Forward-looking statements are based on management’s curr