Abpro Holdings Inc 2026年季度报告

FORM10-Q (MARK ONE)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter endedMarch 31,2026 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission file number:001-41224 Abpro Holdings, Inc.(Exact Name of Registrant as Specified in Its Charter) 85-1013956 100 Summit DriveBurlington MA 01803(Address of principal executive offices) 339-227-5961(Issuer’s telephone number) Securities registered pursuant to Section 12(b) of the Act: 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 past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant 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 smallerreporting company or an emerging growth company. See definitions of “large, accelerated filer”, “accelerated filer”, “smaller reportingcompany”, and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large, accelerated filerNon-accelerated filer Accelerated filerSmaller reporting companyEmerging growth company If an emerging growth company, indicate by 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ As of May 15, 2026, there were5,896,048shares of common stock, par value $0.0001 per share, issued and outstanding. ABPRO HOLDINGS, INC.FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2026 TABLE OF CONTENTS PagePart I. Financial Information1Item 1. Financial Statements (Unaudited)1Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 20251Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2026 and 20252Condensed Consolidated Statements of Changes in Stockholders’ Deficit for the Three Months Ended March31, 2026 and 20253Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2026 and 20254Notes to Unaudited Condensed Consolidated Financial Statements5Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations24Item 3. Quantitative and Qualitative Disclosures Regarding Market Risk30Item 4. Controls and Procedures30Part II. Other Information31Item 1. Legal Proceedings31Item 1A. Risk Factors31Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.31Item 3. Defaults Upon Senior Securities31Item 4. Mine Safety Disclosures31Item 5. Other Information31Item 6. Exhibits32Part III. Signatures32 PART I - FINANCIAL INFORMATION ABPRO HOLDINGS, INC.CONDENSED CONSOLIDATED BALANCE SHEETS(in thousands, except for share and per share data) Stockholders’ deficit:Preferred stock, $0.0001 par value, 1,000,000 shares authorized; zero shares issued and outstanding--Common stock, $0.0001 par value; 110,000,000 shares authorized; 5,896,048 and 2,733,263 sharesissued and outstanding at March 31, 2026 and December 31, 2025, respectively1-Additional paid-in capital117,221110,164Accumulated deficit(120,023)(118,995)Total Abpro Holdings, Inc.’s stockholders’ deficit(2,801)(8,831)Non-controlling interest549549Total stockholders’ deficit(2,252)(8,282)Total liabilities and stockholders’ deficit$6,865$1,063 The accompanying notes are an integral part of these unaudited condensed consolidated financial statements. ABPRO HOLDINGS, INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(in thousands except for share and per share data)(unaudited) ABPRO HOLDINGS, INC.CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(in thousands except share and per share data)(unaudited) For the Three MonthsEndedMarch 31,20262025Cash Flows from Operating Activities:Net loss$(1,028)$(3,887)Adjustments to reconcile net loss to net cash used in operating activities:Depreciation and amortization expense38Share-based compensation302512Amortization of operating lease right-of-use assets-144Noncash interest expense-714Amortization of debt discount-76Change in fair value of forward purchase agreement asset-23Change in fair value of SEPA put rights asset96156Change in fair value of embedded derivative liability-31Changes in operating assets and liabilities:Accounts receivable-(8)Prepai