Sharps Technology Inc 2025年度报告

FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31, 2025 ☐TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number001-41355 Sharps Technology, Inc.(Exact name of registrant as specified in its charter) Registrant’s Telephone number, including area code:(631) 574-4436 Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registered is a well-known seasonalissuer, as defined in Rule 405 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 last 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted andposted pursuant to Rule 405 of Regulation S-K (§229.405 of this chapter) during the preceding 12 months (or for such shorter periodthat the registrant was required to submit and post such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smallerreporting company. See definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 ofthe Exchange Act. Large accelerated filerNon-accelerated filer If an emerging growth company, indicate by a 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☒ As of June 30, 2025 (the last business day of the registrant’s most recently completed second fiscal quarter), the aggregate marketvalue of the registrant’s common stock held by non-affiliates of the registrant was $5,569,875, based on the closing price on that dateas reported on the NASDAQ Capital Market. As of March 24, 2026, 38,664,571 shares of the registrant’s common stock, par value $.0001 per share, were issued and outstanding. DOCUMENTS INCORPORATED BY REFERENCE Documents incorporated by reference: None. TABLE OF CONTENTS Item 1.Business4Item 1A.Risk Factors13Item 1B.Unresolved Staff Comments29Item 1CCybersecurity29Item 2.Properties31Item 3.Legal Proceedings31Item 4.Mine Safety Disclosures31Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities32Item 6.[Reserved]32Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations33Item 7A.Quantitative and Qualitative Disclosures About Market Risk39Item 8.Financial Statements and Supplementary DataF-1Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure40Item 9A.Controls and Procedures40Item 9B.Other Information40Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections40Item 10.Directors, Executive Officers and Corporate Governance41Item 11.Executive Compensation45Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters48Item 13.Certain Relationships and Related Transactions, and Director Independence49Item 14.Principal Accounting Fees and Services49Item 15.Exhibits, Financial Statement Schedules502 Cautionary Note Regarding Forward-Looking Statements This annual report contains forward-looking statements and information within the meaning of Section 27A of the Securities Act of1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or t