NMP Acquisition Corp-A 2025年度报告

FORM 10-K (Mark One)☒ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Indicate 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 (Section 232.405 of this chapter) during the preceding 12 months (or such shorter period thatthe 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, 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: ☐Accelerated filer☒Smaller reporting companyEmerging growth company Large accelerated filerNon-accelerated filer 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 Exchange Act). Yes☒No☐ At June 30, 2025, the last business day of the registrant’s most recently completed second fiscal quarter, the Class A ordinary shares ofthe registrant had not been trading on Nasdaq. As of March 12, 2026, there were 15,970,833 ordinary shares issued and outstanding, including 12,137,500 Class A ordinary sharesand 3,833,333 Class B ordinary shares, respectively. DOCUMENTS INCORPORATED BY REFERENCE None. NMP ACQUISITION CORP. TABLE OF CONTENTS PART I1Item 1.Business1Item 1A.Risk Factors18Item 1B.Unresolved Staff Comments20Item 1CCybersecurity20Item 2.Properties20Item 3.Legal Proceedings20Item 4.Mine Safety Disclosures20PART II21Item 5.Market for Registrant’s Common Equity, Related Shareholders Matters and Issuer Purchases of EquitySecurities21Item 6.[Reserved]22Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations22Item 7A.Quantitative and Qualitative Disclosures About Market Risk26Item 8.Financial Statements and Supplementary DataF-1Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure27Item 9A.Controls and Procedures27Item 9B.Other Information27Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections27PART III28Item 10.Directors, Executive Officers and Corporate Governance28Item 11.Executive Compensation33Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters34Item 13.Certain Relationships and Related Transactions, and Director Independence36Item 14.Principal Accounting Fees and Services39PART IV40Item 15.Exhibits, Financial Statement Schedules40Item 16.Form 10-K Summary41 CERTAIN TERMS Unless otherwise stated in this Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (this “AnnualReport” or “report”), references to: ●“amended and restated memorandum and articles of association”are to our amended and restated memorandum andarticles of association that became effective effect upon completion of our initial public offering, as amendedand/orrestated from time to time;●“at-riskcapital investors”refers to the third-partyinvestors and the Maxim individuals, collectively;●“Class A ordinary shares” are to our Class A ordinary shares, par value $0.0001 per share;●“Class B ordinary shar