Sera Prognostics Inc-A 2025年度报告

Securities registered pursuant to Section 12(b) of the Act: 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 Securities Exchange Act of 1934 during the preceding12 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 submitted pursuant to Rule 405 of Regulation S-T(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant 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, 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 the ExchangeAct. Large accelerated filerNon-accelerated filer ☐Accelerated filer☒Smaller reporting companyEmerging 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 revised financialaccounting 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 over financialreporting 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 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 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 Rule 12b-2 of the Exchange Act). Yes☐No☒ The aggregate market value of the registrant’s Class A common stock held by non-affiliates of the registrant, computed by reference to the closing price as reported on theNasdaq Stock Exchange on June 30, 2025, the last business day of the registrant’s most recently completed second fiscal quarter, was approximately $82.9 million. As ofMarch 13, 2026, the registrant had 38,176,089 and 967,759 shares of Class A and B common stock, $0.0001 par value per share, outstanding, respectively. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement relating to its 2026 annual meeting of stockholders (the “Proxy Statement”) are incorporated by reference into Part III ofthis Annual Report on Form 10-K where indicated. The Proxy Statement will be filed with the Securities and Exchange Commission within 120 days after the end of theregistrant’s fiscal year ended December 31, 2025. TABLE OF CONTENTS Special Note Regarding Forward-Looking Statements3 PART I Item 1.BusinessItem 1A.Risk FactorsItem 1B.Unresolved Staff CommentsItem 1C.CybersecurityItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosures PART II PART IV Signatures “Sera,” “PreTRM,” “PreTRM Global,” “The Pregnancy Company,” “Sera Prognostics,” “LikeMine,” and our logo are ourtrademarks. All other service marks, trademarks, and trade names appearing in this Annual Report on Form 10-K for the fiscal yearended December 31, 2025, or the Annual Report, are the property of their respective owners. We do not intend our use or display ofother companies’ trade names, trademarks, or service marks to imply a relationship with, or endorsement or sponsorship of us by,these other companies. Solely for convenience, trademarks and tradenames referred to in this Annual Report may appear withoutthe ® or ™ symbols, but such references are not intended to indicate in any way that we will not assert, to the fullest extent underapplicable law, our rights, or that the applicable owner will not assert its rights, to these trademarks and tradenames. Unless thecontext otherwise requires, we use the terms “Sera,” “Company,” “we,” “us” and “our” in this Annual Report to refer to SeraPrognostics, Inc. SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This discussion contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933,as amended, or the Securities Act, and Section 21E of the Se