Mineralys Therapeutics Inc 2025年度报告

FORM 10-K (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from________to________. Commission file number 001-41614 MINERALYSTHERAPEUTICS,INC. (Exact name of registrant as specified in its charter) 150 N. Radnor Chester Rd, Suite F200 Radnor, PA 19087(Address of Principal Executive Offices) (Zip Code)888-378-6240Registrant’s telephone number, including area code Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to section 12(g) of the Act: NoneIndicate 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 SecuritiesExchange Act of 1934 during the preceding 12 months (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 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 that theregistrant was required to submit such files). YesNo 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. Large accelerated filerAccelerated filerNon-accelerated filer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 effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic 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-basedcompensation 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 The aggregate market value of the voting and non-voting stock held by non-affiliates of the registrant, based on the closing sale priceof the registrant’s common stock on June30, 2025, as reported on The Nasdaq Global Select Market, was $676.0million. Shares ofcommon stock held by each executive officer and director and by each person who owns 10% or more of the outstanding commonstock have been excluded in that such persons may be deemed to be affiliates. This determination of affiliate status is not necessarily aconclusive determination for other purposes. The registrant had 82,399,478 shares of common stock outstanding as of March5, 2026. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement relating to its 2026 annual meeting of stockholders (the 2026 Proxy Statement)are incorporated by reference into Part III of this Annual Report on Form 10-K (Annual Report) where indicated. TABLE OF CONTENTS RISK FACTORS SUMMARY Our business, results of operations, financial condition, and growth prospects may be affected by a number of factors,whether currently known or unknown. Any one or more of such factors could directly or indirectly cause our actual results ofoperations and financial condition to vary materially from past or anticipated future results of operations and financial condition. Anyof these factors, in whole or in part, let alone combined with any of the others, could materially and adversely affect our business,financial condition, results of operations, and stock price. We have provided a summary of some of these risks below, with a moredetailed explanation of those and other risks applicable to the Company in Part I, Item 1A. “Risk Factors” in this A