Consolidated Water Co Ltd-A 2025年度报告

FORM10-K (Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscalyear ended December31, 2025 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from __________________ to __________________ (Exact name of Registrant as specified in its charter) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.Yes◻No⌧ Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(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 1934during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filingrequirements for the past 90days.Yes⌧No◻ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 ofRegulation S-T (Sec. 232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required to submit suchfiles).Yes⌧No◻ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growthcompany” in Rule12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with anynew or revised financial accounting standards provided pursuant to Section13(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 internalcontrol over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared 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 the registrant included in thefiling 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 compensationreceived 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 Rule12b-2 of the Exchange Act).Yes☐No⌧ The aggregate market value of common stock held by non-affiliates of the registrant, based on the closing sales price for the registrant’s common shares,as reported on the NASDAQ Global Select Market on June30, 2025, was $449,191,481. As of March9, 2026, 15,964,209 shares of the registrant’s common shares were outstanding. DOCUMENTS INCORPORATED BY REFERENCE: Portions of the registrant’s Proxy Statement related to its 2026 Annual Shareholders’ Meeting will be subsequently filed with the Securities andExchange Commission and are incorporated by reference into PartIII of this Form10-K. TABLE OF CONTENTS SectionDescriptionPageCautionary Note Regarding Forward-Looking Statements3PARTI4Item 1.Business4Item 1A.Risk Factors15Item 1B.Unresolved Staff Comments21Item 1C.Cybersecurity21Item 2.Properties22Item 3.Legal Proceedings24Item 4.Mine Safety Disclosures24PARTII25Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters andIssuer Purchases of Equity Securities25Item 6.[Reserved]26Item 7.Management’s Discussion and Analysis of Financial Condition and Results ofOperations26Item 7A.Quantitative and Qualitative Disclosure about Market Risk40Item 8.Financial Statements and Supplementary Data41Item 9.Changes in and Disagreements with Accountants on Accounting and FinancialDisclosure75Item 9A.Controls and Procedures75Item 9B.Other Information78Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections78PARTIII79Item 10.Directors, Executive Officers and Corporate Governance79Item 11.Executive Compensation79Item 12.Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters80Item 13.Certain Relationships and Related Transactions, and Director Independence80Item 14.Principal Accounting Fees and Services80PARTIV81Item 15.Exhibits, Financial Statement Schedules81SIGNATURES86 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form10-K contains forward-looking statements within the meaning of the PrivateSecurities Litigation Reform Act of 1995, including but not limited to, statements regarding our futurerevenue, future plans, objective