Owlet Inc 2025年度报告

FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the fiscal year ended December31, 2025OR☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For thetransition period fromto Commission File Number001-39516 Delaware (State or other jurisdiction ofincorporation or organization)2940 West Maple Loop Drive, Suite 203Lehi, Utah(Address of principal executive offices) Registrant’s telephone number, including area code: (844) 334-5330 Securities registered pursuant to Section12(b) of the Act: New York Stock Exchange Securities registered pursuant to Section12(g) of the Act:NoneIndicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.Yes☐ Indicate by check mark if the Registrant is not required to file reports pursuant to Section13 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 Section13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12months (or for such shorter period that the Registrant was required to file such reports), and (2)has been subject to such filing requirements for the past90days.Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of theExchange Act. Largeacceleratedfiler☐Non-accelerated filer☒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 new or revisedfinancial 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 internal control overfinancial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its auditreport.☐ 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 the filing reflect thecorrection 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 theregistrant’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☒ The aggregate market value of the voting and non-voting common equity held by non-affiliates of the Registrant was approximately $95.6million based on the closingmarket price as of the close of business on June 30, 2025, the last business day of the Registrant's most recently completed second fiscal quarter. The number of shares of Registrant’s Class A common stock outstanding as of March2, 2026 was 28,160,468. DOCUMENTS INCORPORATED BY REFERENCE Part III incorporates certain information by reference from the registrant’s proxy statement for the 2026 Annual Meeting of Stockholders. Such proxy statement will befiled no later than 120 days after the close of the registrant’s fiscal year ended December 31, 2025. Table of Contents Cautionary Note Regarding Forward-Looking StatementsSummary of Risk Factors 12 PART I Item1.BusinessItem1A.Risk FactorsItem1B.Unresolved Staff CommentsItem 1C.CybersecurityItem2.PropertiesItem3.Legal ProceedingsItem4.Mine Safety Disclosures PARTII Item5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities57Item6.[Reserved]57Item7.Management’s Discussion and Analysis of Financial Condition and Results of Operations58Item7A.Quantitative and Qualitative Disclosures About Market Risk67Item8.Financial Statements and Supplementary Data68Item9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure106Item9A.Controls and Procedures106Item9B.Other Information108Item9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections108 PARTIII Item10.Directors, Executive Officers and Corporate Governance109Item11.Executive Compensation109Item12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters109Item13.Certain Relationships and Related Transactions, and Director Independence109Item14.Principal Accountant Fees and Services109 PARTIV Item15.Exhibits and Financial Statement Schedules110Item16.Form 10-K Summary112Signatures113 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form10-K(this “