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Research Frontiers Inc 2025年度报告

2026-03-05美股财报福***
Research Frontiers Inc 2025年度报告

FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) ofTHE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-14893 RESEARCH FRONTIERS INCORPORATED(Exact name of registrant as specified in its charter) Registrant’s telephone number, including area code (516) 364-1902 Name of Exchangeon Which RegisteredThe NASDAQ StockMarket Securities registered pursuant to Section 12(g) of the Act: None 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 the Securities ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) hasbeen subject to such filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every InteractiveData File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required to submit and post such files). Yes☒No☐ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not becontained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of thisForm 10-K or any amendment to this Form 10-K.☒ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reportingcompany 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. (Check one): 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 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 the effectiveness ofits internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared its audit report.☐ If the securities registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded 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 Section 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☒ The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of June 30, 2025 (thelast business day of the registrant’s most recently completed second fiscal quarter), computed based on the closing sale price of $1.64 was$47,011,960. In making this computation, all direct and indirect shares known to be owned by directors and executive officers of theCompany and all direct and indirect shares known to be owned by other persons holding in excess of 5% of the Company’s common stockhave been deemed held by “affiliates” of the Company, and awards of restricted stock subject to vesting are assumed to have been fullyissued and outstanding. Nothing herein shall prejudice the right of the Company or any such person to deny that any such director,executive officer, or stockholder is an “affiliate.” On March 5, 2026, the registrant had 34,648,221 shares of Common Stock outstanding. PART I ITEM 1.BUSINESS Forward-Looking Statements Information included in this Annual Report on Form 10-K may contain forward-looking statements within the meaning of the PrivateSecurities Litigation Reform Act of 1995. Forward-looking statements are not statements of historical facts, but rather reflect our currentexpectations concerning future events and results. We generally use the words “believes,” “expects,” “intends,” “plans,” “anticipates,”“likely,” “will” and similar expressions to identify forward-looking statements. Such forward-looking statements, including thoseconcerning our expectations, involve risks, uncertainties and other factors, some of which are beyond our control, which may cause