UY Scuti Acquisition Corp 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 ended March 31, 2026 For the transition period from __________ to __________ Commission File No. 001-42577 UY Scuti Acquisition Corporation(Exact name of registrant as specified in its charter) Cayman IslandsN/A(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.) 39 E. Broadway, Suite 603New York, New York10002(Address of Principal Executive Offices)(Zip Code) Registrant’s telephone number, including area code: (412) 947-0514 Securities registered pursuant to Section12(b) of the Exchange Act Units, each consisting of one OrdinaryShare, $0.0001 par value, and one rightOrdinary Shares, $0.0001 par valueRights to receive one-fifth (1/5th) of oneOrdinary Share Securities registered pursuant to Section12(g) of the Securities Exchange 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 15 (d) of the Securities Exchange 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 SecuritiesExchange Act 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 Rule405 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 the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule12b-2 of the Exchange Act. (Check one): Accelerated filer☐Smaller reporting company☒Emerging growth company☒ Large accelerated filer☐Non-accelerated filer☒ 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 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 effectivenessof its internal control over financial reporting under section404(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 Section12(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 Rule12b-2 of the Exchange Act). Yes☒No☐ The aggregate market value of the registrant’s Ordinary Shares outstanding at September30, 2025, other than ordinary shares held bypersons who may be deemed affiliates of the registrant, computed by reference to the closing price for the Ordinary Shares on suchdate, as reported by the Nasdaq Stock Market LLC, was $60,697,000 (based upon a per share closing price of $10.15 on September30, 2025). As of July 8, 2026, assuming all units have been separated, the Registrant had 5,221,060 ordinary shares outstanding. DOCUMENTS INCORPORATED BY REFERENCE None. TABLE OF CONTENTS PART I Item 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety Disclosure PART II Item 5. Market for the Registrant’s Common Equity, and Related Stockholder Matters and Issuer Purchases of EquitySecurities80Item 6. Reserved81Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations82Item 7A. Quantitative and Qualitative Disclosures About Market Risk89Item 8. Financial Statements and Supplementary Data89Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure89Item 9A. Controls and Procedures89Item 9B. Other Information89Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections89 Item 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive Compensation