北美建筑集团有限公司2025年度报告

FORM 40-F REGISTRATION STATEMENT PURSUANT TO SECTION12(b) OR (g) OF THE SECURITIESEXCHANGE ACT OF 1934 OR ☒ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the fiscal year ended December31, 2025 Commission File Number NORTH AMERICAN CONSTRUCTION GROUP Canada(Province or other jurisdiction of incorporation or organization)1629(Primary Standard Industrial Classification Code Number (if applicable))N/A(I.R.S. Employer Identification Number (if applicable))27287 - 100 AvenueAcheson, Alberta,T7X 6H8(780) 960-7171(Address and telephone number of Registrant’s principal executive offices)CT Corporation System Securities registered or to be registered pursuant to Section12(b) of the Act: Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of theperiod covered by the annual report. 28,821,481 Common Shares Indicate by check mark whether the Registrant (1)has filed all reports required to be filed by Section13 or 15(d) of theExchange Act during the preceding 12 months (or for such shorter period that the Registrant was required to file such Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such Yes☒ Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Emerging growth company☐ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial † The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of £ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis ofincentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period Auditor Name: KPMG LLPAuditor Location: Edmonton, AB, CanadaAuditor Firm ID: 85 ANNUAL INFORMATION FORM, AUDITED ANNUAL CONSOLIDATEDFINANCIAL STATEMENTS AND MANAGEMENT’S DISCUSSION AND ANALYSIS Annual Information Form The Registrant’s Annual Information Form for the fiscal year ended December31, 2025 is attached as Exhibit 99.2 to thisAnnual Report on Form 40-F and is incorporated herein by reference. Audited Annual Consolidated Financial Statements The Registrant’s audited annual consolidated financial statements for the fiscal year ended December31, 2025, includingthe report of the independent registered public accounting firm with respect thereto, are attached as Exhibit 99.3 to this Management’s Discussion and Analysis The Registrant’s Management’s Discussion and Analysis for the fiscal year ended December31, 2025 is attached asExhibit 99.4 to this Annual Report on Form 40-F and is incorporated herein by reference. DISCLOSURES REGARDING CONTROLS AND PROCEDURES Disclosure Controls and Procedures Please see “Internal Systems and Processes—Evaluation of Disclosure Controls and Procedures” included in theRegistrant’s Management’s Discussion and Analysis for the fiscal year ended December31, 2025, which is attached as Management’s Annual Report on Internal Control Over Financial Reporting Please see “Internal Systems and Processes—Management’s Report on Internal Controls Over Financial Reporting(ICFR)” included in the Registrant’s Management’s Discussion and Analysis for the fiscal year ended December31, 2025, Attestation Report of the Registered Public Accounting Firm The attestation report of the independent registered public accounting firm on the effectiveness of the Registrant's internalcontrol over financial reporting is included under the heading “Report of Independent Registered Public Accounting Firm” Changes in Internal Control over Financing Reporting Please see “Internal Systems and Processes—Material Changes to the Internal Controls over Financial Reporting”included in the Registrant’s Management’s Discussion and Analysis for the fiscal year ended December31, 2025, which is NOTICES PURSUANT TO REGULATION BTR None. AUDIT COMMITTEE FINANCIAL EXPERT The Registrant’s board of directors has determined that Mr. Bryan Pinney, a member and the chairman of the Registrant’saudit committee, and Mr. John Pollesel, a member of the Registrant’s audit committee, are each an “audit committeefinancial expert” (as such term is