FIGZ Inc-A 2025年度报告

Our missionis to celebrate,empower, andserve thosewho serveothers. (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-40448 FIGS, Inc.(Exact name of Registrant as specified in its Charter)_______________________________________________________________ Name of each exchange on which registered New York Stock Exchange Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YesxNoo Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Actof 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subjectto such filing requirements for the past 90 days. YesxNoo 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 12 months (or for such shorter period that the Registrant was required tosubmit such files). YesxNoo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and“emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying withany new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accountingfirm that prepared or issued its audit report.x If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant includedin 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-based compensationreceived 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). YesoNox The aggregate market value of the common equity held by non-affiliates of the Registrant, based on the closing sale price of the Registrant's ClassA Common Stock on the New York Stock Exchange on June 30, 2025, the last business day of the Registrant's most recently completed secondfiscal quarter, was $512,505,774. As of February 13, 2026, there were 158,093,481 shares of the Registrant’s Class A common stock, par value $0.0001, outstanding and 8,283,641shares of the Registrant’s Class B common stock, $0.0001 par value per share outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant’s definitive Proxy Statement relating to its 2026 Annual Meeting of Stockholders to be filed with the Securities andExchange Commission pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Annual Report on Form10-K are incorporated herein by reference in Part III of this Annual Report on Form 10-K where indicated. Table of Contents PART I Item 1.Business6Item 1A.Risk Factors15Item 1B.Unresolved Staff Comments54Item 1C.Cybersecurity54Item 2.Properties55Item 3.Legal Proceedings55Item 4.Mine Safety Disclosures56 PART II Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities57Item 6.[Reserved]58Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations59Item 7A.Quantitative and Qualitative Disclosures About Market Risk71Item 8.Financial Statements and Supplementary Data73Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure102Item 9A.Controls and Procedures102Item 9B.Other Information102Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections103 PART III Item 10.Directors, Executive Officers and Corporate Governance104Item 11.Executive Compensation107Item 12.Security Ownership of Certain Beneficial Owners and Management and Related StockholderMatters107Item 13.Certain Relationships and Related Transactions, and Director Independence108I