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 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: 001-38037 OLENOX INDUSTRIES INC.(Exact name of registrant as specified in its charter) Delaware95-4463937(State or other jurisdiction of(I.R.S. Employer (936) 323-6332(Registrants telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on whichregisteredThe NasdaqStock Market LLC Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of 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 theSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to filesuch 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 besubmitted pursuant to Rule 405 of Regulation S-T ( 232.405 of this chapter) during the preceding 12 months (or for such shorterperiod 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 smallerreporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Accelerated filer☐Smaller reporting company☒Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition periodfor complying 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 theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by theregistered 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 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-based compensation 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 theAct). Yes☐No☒ The aggregate market value of the common stock held by non-affiliates of the registrant based on the closing price of theshares of common stock on the Nasdaq Capital Market on June 30, 2025, was approximately $7,781,458. As of June 29, 2026, the registrant had a total of1,302,635 shares of common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE OLENOX INDUSTRIES INC.FORM 10-K TABLE OF CONTENTS PagePART I1Item 1.Business.4Item 1A.Risk Factors.12Item 1B.Unresolved Staff Comments.27Item 1C.Cybersecurity27Item 2.Properties.28Item 3.Legal Proceedings.28Item 4.Mine Safety Disclosures.28PART II29Item 5.Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.29Item 6.Reserved30Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations.31Item 7A.Quantitative and Qualitative Disclosures About Market Risk.40Item 8.Financial Statements and Supplementary Data.40Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.41Item 9A.Controls and Procedures.41Item 9B.Other Information42Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections42PART III43Item 10.Directors, Executive Officers and Corporate Governance.43Item 11.Executive Compensation.49Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.55Item 13.Certain Relationships and Related Transactions, and Director Independence.56Item 14.Principal Accountant Fees and Services.59PART IV60Item 15.Exhibit and Financial Statement Schedules.60Item 16.Form 10-K Summary.61SIGNATURES71 PART I FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K (this “Annual Report”) contains “forward-looking statements” that inv