TAO Synergies Inc 2025年度报告

for the fiscalyear ended December 31, 2025 or (Exact name of registrant as specified in its charter) 46-1585656 Securities registered pursuant to Section12(b)of the Act: Securities registered pursuant to section 12(g)of the Act: None. 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 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 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 theExchange Act. Accelerated filer☐ Large accelerated filer☐ Smaller reporting company☒ Non-accelerated filer☒ Emerging 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 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 over financialreporting 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.☐ 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 stock held by non-affiliates of the registrant was $19,435,501 as of June 30, 2025 (the last business day of the registrant’smost recently completed second fiscal quarter), based on the closing share price on the Nasdaq Capital Market reported for such date. This calculation does not reflect adetermination that certain persons are affiliates of the registrant for any other purpose. As of March30, 2026, the registrant had 7,471,931 shares of common stock outstanding. TABLE OF CONTENTS PageCAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION1PARTI2Item 1. Business.2Item1A.Risk Factors.29Item1B.Unresolved Staff Comments.69Item1C.Cybersecurity.70Item 2.Properties.71Item 3.Legal Proceedings.71Item 4.Mine Safety Disclosures.71PARTII72Item 5.Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities.72Item 6.[Reserved].73Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations.73Item7A.Quantitative and Qualitative Disclosures About Market Risk.86Item 8.Financial Statements and Supplementary Data.86Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.87Item9A.Controls and Procedures.87Item9B.Other Information.89Item9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.89PARTIII90Item10.Directors, Executive Officers and Corporate Governance.90Item11.Executive Compensation.94Item12.Security Ownership of Certain Beneficial Owners and Management and Related ShareholderMatters.101Item13.Certain Relationships and Related Transactions, and Director Independence.102Item14.Principal Accountant Fees and Services.102PARTIVItem15.Exhibits and Financial Statements Schedules. CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION This report includes “forward-looking statements”, as such term is used within the meaning of the Private SecuritiesLitigation Reform Act of 1995. All statements other than historical factual information are forward-looking statements,including, without limitation, statements regarding future performance and management’s plans and strategies