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Safety Shot Inc 2024年度报告

2025-03-28 美股财报 李辰
报告封面

FORM10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended:December 31,2024 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934 Commission File Number:001-39569 Safety Shot, Inc.(Exact name of registrant as specified in its charter) 1061 E. Indiantown Rd.,Ste. 110Jupiter,FL33477(Address of principal executive offices, including zip code) (561)244-7100(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act:None Securities registered pursuant to Section 12(g) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in 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 Exchange 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 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 fi les).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 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 filer☐Non-accelerated filer☒(Do not check if smaller reporting company) 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 period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Yes☐No ☒ 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-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 Rule 12b-2 of the Exchange Act). Yes☐No☒ State the aggregate market value of the voting common equity held by non-affiliates computed by reference to the price at which thecommon equity was sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s mostrecently completed second fiscal quarter approximately $72,132,393as of June 30, 2024. The number of shares outstanding of each of the registrant’s classes of common stock, as of March 25, 2025, was74,451,604. TABLE OF CONTENTS PART I4ITEM 1. BUSINESS4ITEM 1A. RISK FACTORS11ITEM 1B. UNRESOLVED STAFF COMMENTS20ITEM 1C. CYBERSECURITY20ITEM 2. PROPERTIES20ITEM 3. LEGAL PROCEEDINGS21ITEM 4. MINE SAFETY DISCLOSURES.21PART II22ITEM 5. MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUERPURCHASES OF EQUITY SECURITIES22ITEM 6. SELECTED FINANCIAL DATA23ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS24ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK31ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA31ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIALDISCLOSURES31ITEM 9A. CONTROLS AND PROCEDURES31ITEM 9B. OTHER INFORMATION32PART III33ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE33ITEM 11. EXECUTIVE COMPENSATION39ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT43ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE44ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES45PART IV45ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES45SIGNATURES472 Table of Contents This Annual Report on Form 10-K includes the accounts of Safety Shot, Inc., a Delaware corporation (“Safety Shot”).References in this Report to “we”, “our”, “us”. “Shot”, or the “Company” refer to Safety Shot, Inc. and its consolidated subsidiariesunless the context dictates otherwise. FORWARD LOOKING STATEMENTS Certain statements in this report, including information incorporated by reference, are “forward-look