Concord Acquisition Corp II-A 2025年度报告

FORM10-K 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 whether the Registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of 1934 during thepreceding 12months (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 past90days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of RegulationS-T (§232.405 of this chapter) during the preceding 12months (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 emerginggrowth company. See definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule12b-2 of theExchange 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 any new orrevised 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 internal control overfinancial reporting 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 filingreflect 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 anyof 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 the voting and non-voting common stock held by non-affiliates of the Registrant on June 30, 2025, based upon the closing price of $11.42 of the Registrant’s Class A common stock as reported on the OTC Markets, was approximately $97,641. For purposes of this computation, all officers, directorsand 10% beneficial owners of the registrant are deemed to be affiliates. Such determination should not be deemed to be an admission that such officers, directors or 10%beneficial owners are, in fact, affiliates of the registrant. As of March 23, 2026, there were 8,550 shares of ClassA common stock, par value $0.0001 per share, and 7,002,438 shares of ClassB common stock, par value$0.0001 per share, issued and outstanding. TABLE OF CONTENTS PARTI Item1.Business.Item 1A.Risk Factors.Item 1B.Unresolved Staff Comments.Item 1C.Cybersecurity.Item 2.Properties.Item 3.Legal Proceedings.Item 4.Mine Safety Disclosures. PART II Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities.59Item 6.[Reserved]60Item7.Management’s Discussion and Analysis of Financial Condition and Results of Operations.61Item7A.Quantitative and Qualitative Disclosures About Market Risk.70Item 8.Financial Statements and Supplementary Data.70Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.70Item9A.Controls and Procedures.70Item 9B.Other Information.72Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.72 PARTIII Item10.Directors, Executive Officers and Corporate Governance.73Item11.Executive Compensation.77Item12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.78Item13.Certain Relationships and Related Transactions, and Director Independence.79Item14.Principal Accountant Fees and Services.82 PART IV Item15.Exhibits and Financial Statement Schedules.83Item16.Form 10-K Summary.85SIGNATURES117 PART I CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Some statements contained in this Annual Report on Form 10-K (this “Annual Report”) are forward-looking innature. Our forward-looking statements include, but are not limited to, statements regarding our or our managementteam’s expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that referto projections, forecasts or other characterizations of future events or circumstances, including any underlyingassumptions, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,”“expect,” “intends,” “may,” “might,