ARS Pharmaceuticals Inc 2025年度报告

ARS Pharmaceuticals, Inc. 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 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 the Securities Exchange Act of 1934during 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 filingrequirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T during the preceding 12 months (or for such shorter period 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 smaller reporting company or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growthcompany” in Rule 12b-2 of the Exchange Act:Large accelerated filer☐Accelerated filer☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any newor 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 effectiveness of its internal controlover financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared orissued its audit report.☐ Ifsecurities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in thefiling reflect the correction of an error to previously issued financial statements.☐ Indicateby check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation receivedby 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 March 4, 2026 there were 99,297,307 shares of registrant’s common stock, $0.0001 par value per share, outstanding. The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant was approximately $1,094.9 million as ofJune 30, 2025 (the last trading day of the registrant’s most recently completed second quarter) based on the closing price of $17.45 as reported on theNasdaq Global Market on such date. Shares of the registrant’s common stock held by executive officers, directors, and their affiliates have been excludedfrom this calculation. This determination of affiliate status is not necessarily a conclusive determination for other purposes. ARS Pharmaceuticals, Inc.Table of Contents PART IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety Disclosures PART IIItem 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities109Item 6. [Reserved]109Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations110Item 7A. Quantitative and Qualitative Disclosures About Market Risk120Item 8. Financial Statements and Supplementary Data121Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure157Item 9A. Controls and Procedures157Item 9B. Other Information158Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections158 Item 10. Directors, Executive Officers and Corporate Governance159Item 11. Executive Compensation159Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters159Item 13. Certain Relationships and Related Transactions, and Director Independence159Item 14. Principal Accountant Fees and Services159 Table of Contents SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K (this “Annual Report”) contains forward-looking statements that involverisks and uncertainties. We make such forward-looking statements pursuant to the safe harbor provisions of thePrivate Securities Litigation Reform Act of 1995 and other federal securities laws. All statements other thanstatements of historical facts contained in this Annual Report are forward-looking statements. In some cases, youcan identify forward-looking statements by words such as “anticipate,” “believe,” “contemplate,” “co