SS Innovations International Inc 2025年度报告

FORM 10-K (Mark One) ☒ANNUAL REPORT PURSUANT TO SECTIONS 13 OR 15 (d) OF THESECURITIES AND EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31, 2025 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to _____________ Commission file number:001-42615 SS INNOVATIONS INTERNATIONAL, INC.(Exact name of registrant as specified in its charter) 405, 3rdFloor, iLabs Info Technology CentreUdyog Vihar, Phase IIIGurugram, Haryana 122016, India(Address of Principal Executive Offices) Registrant’s telephone number, including area code:+91 73375 53469 Securities registered under Section 12(b) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined by 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 ExchangeAct. 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 a 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 besubmitted pursuant to Rule 405 of Regulation S-T (ss.232.405 of this chapter) during the preceding 12 months (or for such shorterperiod that the registrant was required to submit 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, andwill not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference inPart III of this Form 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, asmaller 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: Accelerated Filer☐Smaller reporting company☒Emerging Growth Company☐ Large Accelerated Filer☐Non-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)) by theregistered 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 Exchange Act).Yes☐No☒ State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference tothe price at which the common equity was sold, or the average bid and asked prices of such common equity as of the last business dayof the registrant’s most recently completed second fiscal quarter: $270,113,872. The number of shares outstanding of the issuer’s common stock, $0.0001 par value, as of March 9, 2026, was 194,356,696shares. DOCUMENTS INCORPORATED BY REFERENCE: No documents are incorporated by reference into this Report exceptthose Exhibits so incorporated as set forth in the Exhibit index. TABLE OF CONTENTS PART I Item 1. Business1Item 1A. Risk Factors24Item 1B. Unresolved Staff Comments24Item 1C. Cybersecurity24Item 2. Properties24Item 3. Legal Proceedings25Item 4. Mine Safety Disclosures25 Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities26Item 6. [Reserved]27Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations27Item 7A. Quantitative and Qualitative Disclosures About Market Risk32Item 8. Financial Statements and Supplementary Data32Item 9. Change in and Disagreements with Accountants on Accounting and Financial Disclosure32Item 9A. Controls And Procedures32Item 9B. Other Information33I