Aptera Motors Corp-B 2026年季度报告

FORM 10-Q (MARK ONE)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2026 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number: 001-42884 APTERA MOTORS CORP.(Exact Name of Registrant as Specified in Its Charter) (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 the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” 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 August 6, 2026, there were 28,560,115 Class B Common Stock, $0.0001 par value issued and outstanding. APTERA MOTORS CORP.FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2026TABLE OF CONTENTS PagePart I. Financial InformationItem 1. Interim Financial Statements (Unaudited)Condensed Consolidated Balance Sheets as of June 30, 2026 and December 31, 2025 (Unaudited)1Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2026 and 2025(Unaudited)2Condensed Consolidated Statements of Stockholders’ Equity for the Three and Six Months Ended June 30, 2026 and2025 (Unaudited)3Condensed Consolidated Statements of Cash Flow for the Six Months Ended June 30, 2026 and 2025 (Unaudited)4Notes to Condensed Consolidated Financial Statements (Unaudited)5Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations17Item 3. Quantitative and Qualitative Disclosures About Market Risk23Item 4. Controls and Procedures24Part II. Other InformationItem 1. Legal Proceedings25Item 1A. Risk Factors25Item 2. Unregistered Sales of Equity Securities and Use of Proceeds25Item 3. Defaults Upon Senior Securities25Item 4. Mine Safety Disclosures25Item 5. Other Information25Item 6. Exhibits26Part III. Signatures27 PART I - FINANCIAL INFORMATION APTERA MOTORS CORP.CONDENSED CONSOLIDATED BALANCE SHEETS(Unaudited)(in thousands, except share and per share data) APTERA MOTORS CORP.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited)(in thousands, except share and per share data) APTERA MOTORS CORP.CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(in thousands)(Unaudited) APTERA MOTORS CORP.NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1—ORGANIZATION AND BUSINESS Aptera Motors Corp. (“Aptera,” the “Company,” “we,” “us” or “our” and similar terms refers to Aptera Motors Corp. and itssubsidiaries unless the context otherwise requires) was incorporated on March 4, 2019 (“Inception”) in the State of Delaware. TheCompany is developing a solar electric vehicle focused on efficiency. In September 2023, the Company established the subsidiarycompany Aptera Motors Italia Srl, based in Modena, Italy. Risks and Uncertainties Our business is highly sensitive to domestic and global economic and business conditions as well as local, state, and federalgovernment policy decisions. Several factors beyond our control could cause material fluctuations in our business and financialcondition. In addition, we require a significant amount of capital to fund vehicle manufacturing, have a limited operating history andoperate with small management and development teams that contain key employees. We also face significant barriers to market entryand competing technologies. At times, we have experienced constraints and volatility in our supply chain that resulted in increasedcosts to us. Furthermore, we are affected by uncertain regulatory conditions, fluctuations in demand, and inflation in production andshipping costs. These conditions cou