Blueport Acquisition Ltd—2025年度报告

or Blueport Acquisition Ltd(Exact name of registrant as specified in its charter) Cayman Islands(State or other jurisdiction ofincorporation or organization) 212-829-8937Registrant’s telephone number, including area code: 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 Exchange Act. Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Actof 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has 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 the 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,” “smaller 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 has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered 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☐ As of June 30, 2025, the Registrant’s securities were not listed on any exchange and all of the Registrant’s outstanding ordinary shareswere held by affiliates. The Registrant’s Class A ordinary shares commenced trading on the Nasdaq Stock Exchange on November 8, As of February 26, 2026, 5,947,250 Class A ordinary shares, including Class A ordinary shares underlying the units, and 1,437,500Class B ordinary shares were issued and outstanding. None. BLUEPORT ACQUISITION LTD Annual Report on Form 10-K for the Year Ended December 31, 2025 PagePART I1ITEM 1.BUSINESS1ITEM 1A.RISK FACTORS19 ITEM 1B.UNRESOLVED STAFF COMMENTSITEM 1C.CYBERSECURITY 20ITEM 2.PROPERTIES20ITEM 3.LEGAL PROCEEDINGS20ITEM 4.MINE SAFETY DISCLOSURES20 PART II21ITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND21 You should rely only on the information contained in this report. We have not authorized anyone to provide you with differentinformation. We are not making an offer of these securities in any jurisdiction where the offer is not permitted. As a blank check company incorporated in the Cayman Islands, we do not have any subsidiaries as of the date of this report,and no transfers, dividends, or distributions of any earnings or settlement of any amounts have been made by us to date. FORWARD LOOKING STATEMENTS This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section27A of the SecuritiesAct of 1933, or as amended (the “Securities Act”), and Section21E of the Securities Exchange Act of 1934, or as amended (the“Exchange Act”), that are not historical facts, and involve risks and uncertainties that could cause actual results to differ materiallyfrom those expected and projected. All statements contained in this report that are not purely historical are forward-looking statements.Our forward-looking statements include, but are not limited to, statements regarding our or our management’s expectations, hopes,beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or othercharacterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words“anticipates,”“believe,”“continue,”“could,”“estimate,”“expect,”“intend,”“may,”“might,”“plan,”“possible,”“potential,”“predict,” “project,” “seek,” “should,” “would” and variations and similar words and expressions are intended to identify suchforward-looking statements, but the absence of these words does not mean