Solana Co-A 2025年度报告

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 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 of Regulation S-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, a smaller reporting company or an emerging growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule12b-2 of the Exchange Act. Large accelerated filer☐ Non-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 for complying with any new or revisedfinancial 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 Section404(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. Yes☐ 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 Rule12b-2 of the Act). Yes☐No☒ The aggregate market value of the common equity held by non-affiliates of the registrant on June30, 2025, based on the closing price on that date of $9.10 per share,was approximately $6,191,849. As of March27, 2026, there were 55,034,047 shares of the registrant’s ClassA common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the proxy statement for the 2026 annual meeting of stockholders are incorporated by reference into Part III of this Annual Report to the extent describedherein. TABLE OF CONTENTS ItemDescriptionPagePART I5ITEM 1.BUSINESS5ITEM 1A.RISK FACTORS13ITEM 1B.UNRESOLVED STAFF COMMENTS49ITEM 1C.CYBERSECURITY49ITEM 2.PROPERTIES50ITEM 3.LEGAL PROCEEDINGS50ITEM 4.MINE SAFETY DISCLOSURES50PART II51ITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATEDSTOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITYSECURITIES51ITEM 6.[RESERVED]51ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIALCONDITION AND RESULTS OF OPERATIONS52ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK60ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA61ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ONACCOUNTING AND FINANCIAL DISCLOSURE61ITEM 9A.CONTROLS AND PROCEDURES61ITEM 9B.OTHER INFORMATION61ITEM 9C.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENTINSPECTIONS62PART III63ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE63ITEM 11.EXECUTIVE COMPENSATION63ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS ANDMANAGEMENT AND RELATED STOCKHOLDER MATTERS63ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, ANDDIRECTOR INDEPENDENCE63ITEM 14.PRINCIPAL ACCOUNTING FEES AND SERVICES63PART IV64ITEM 15.EXHIBITS AND FINANCIAL STATEMENT SCHEDULES64ITEM 16.FORM 10-K SUMMARY67SIGNATURES84 In this Annual Report on Form10-K (“Form 10-K”) unless otherwise specified, references to “we,” “us,”“our,” or “the Company” mean Solana Company, formerly known as Helius Medical Technologies,Inc.and its wholly owned subsidiaries, Marvel Operations Corp. (“Marvel”), Solana Company (Hong Kong)Limited (“SCHK”), Helius Medical, Inc. (“HMI”), Helius Medical Technologies (Canada), Inc. (“HMC”)and Revelation Neuro, Inc. (“Revelation Neuro”) unless the context otherwise requires. Our financialstatements are prepared in accordance with accounting principles generally accepted in the United States(“U.S. GAAP”). FORWARD-LOOKING STATEMENTS This Form 10-K includes forward-looking statements that involve risks and uncertainties, includingstatements regarding the Company’s market, strategy, competition, capital needs, business plans andexpectations. All statements contained in this Form 10-K, other than statements of historical facts, thataddress events