哈佛生物科学 2025年度报告

Table of Contents 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,” “smaller Large accelerated filer☐Non-accelerated filer☒ Accelerated filer☐Smaller reporting 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 theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the 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- Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act. Yes☐No☒ The aggregate market value of shares of voting common equity held by non-affiliates of the registrant as of June 30, 2025, the lastbusiness day of the registrant’s most recently completed second fiscal quarter, was approximately $18.2 million based on the closingsales price of the registrant’s common stock, par value $0.01 per share on that date. At March 5, 2026, there were 44,719,894 shares of DOCUMENTS INCORPORATED BY REFERENCE Portions of the Company’s definitive Proxy Statement in connection with the 2026 Annual Meeting of Stockholders (the “ProxyStatement”), to be filed within 120 days after the end of the Registrant’s fiscal year, are incorporated by reference into Part III of this HARVARD BIOSCIENCE, INC.TABLE OF CONTENTSANNUAL REPORT ON FORM 10-KFor the Year Ended December 31, 2025 PART I Item 1.BusinessItem1A.Risk FactorsItem1B.Unresolved Staff CommentsItem1C.CybersecurityItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosures PART II Item 5.Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity SecuritiesItem 6.[Reserved]Item 7.Management's Discussion and Analysis of Financial Condition and Results of OperationsItem7A.Quantitative and Qualitative Disclosures about Market RiskItem 8.Financial Statements and Supplementary DataItem 9.Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem9A.Controls and ProceduresItem9B.Other InformationItem9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections PART III Item10.Directors, Executive Officers and Corporate GovernanceItem11.Executive CompensationItem12.Security Ownership of Certain Beneficial Owners and Management and Related StockholderMattersItem13.Certain Relationships and Related Transactions, and Director IndependenceItem14.Principal Accounting Fees and Services PART IV Item16.Form 10-K SummaryExhibit IndexSignatures Table of Contents This Annual Report on Form 10-K contains statements that are not statements of historical fact and are forward-lookingstatements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”). The forward-looking statements are principally, but not exclusively, contained in“Item 1: Business”and“Item 7:Management’s Discussion and Analysis of Financial Condition and Results of Operations.”These statements involve known andunknown risks, uncertainties and other factors that may cause our actual results, financial performance, or achievements to bematerially different from any future results, financial performance or achievements expressed or implied by the forward-lookingstatements. Forward-looking statements include, but are not limited to, statements about management’s confidence or expectations, andour plans, objectives, expectations, and intentions that are not historical facts. In some cases, you can identify forward-lookingstatements by terms such as“may,” “will,” “should,” “could,” “would,” “seek,” “expects,” “plans,” “aim,” “anticipates,” “believes,”“estimates,” “is likely,”“projects,” “forecasts,” “predicts,” “intends,” “think,” “potential,” “objectives,” “optimistic,” “strategy,”“goals,”“sees,”“new,”“guidance,”“future,”“continue,”“drive,”“growth,”“long-term,”“projects,”“develop,”“possible,”“emerging,” “opportunity,” “pursue”and similar expressions intended to identify forward-looking statements. These statements reflectour current view