OneIM Acquisition Corp-A 2025年度报告

FORM 10-K OR Securities registered pursuant to Section 12(b) of the Act: 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 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. 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 registered publicaccounting firm that prepared or issued its audit report.☐ 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☐ The Registrant was not a public company at June 30, 2025, the last business day of the Registrant’s most recently completed secondfiscal quarter, and therefore it cannot calculate the aggregate market value of its voting and non-voting shareholders’ equity held bynon-affiliates at such date. The Registrant’s units began trading on the Global Market tier of The Nasdaq Stock Market LLC, orNasdaq on January 14, 2026. As of March 24, 2026, there were 28,750,000 shares of the Company’s Class A ordinary shares, par value $0.0001 per share, issuedand outstanding 7,187,500 shares of the Company’s Class B ordinary shares, par value $0.0001 per share, issued and outstanding. Auditor Name: WithumSmith+Brown, PCAuditor Location: New York, New York,USA ONEIM ACQUISITION CORP. TABLE OF CONTENTS PART I1Item 1.Business1Item 1A.Risk Factors20Item 1B.Unresolved Staff Comments60Item 1C.Cybersecurity60Item 2.Properties60Item 3.Legal Proceedings60Item 4.Mine Safety Disclosures60PART II61Item 5.Market For Registrant’s Common Equity, Related Shareholder Matters And Issuer Purchases Of EquitySecurities61Item 6.[Reserved]62Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations62Item 7a.Quantitative and Qualitative Disclosures About Market Risk64Item 8.Financial Statements and Supplementary Data64Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosures65Item 9A.Controls and Procedures65Item 9B.Other Information65Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections65PART III66Item 10.Directors, Executive Officers and Corporate Governance66Item 11.Executive Compensation74Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters75Item 13.Certain Relationships and Related Transactions, and Director Independence76Item 14.Principal Accounting Fees and Services79PART IV80Item 15.Exhibits, and Financial Statement Schedules80Item 16.Form 10-K Summary.82 CERTAIN TERMS References to the “Company,” “our Company,” “our,” “us” or “we” refer to OneIM Acquisition Corp., a blank checkcompany incorporated on September 5, 2025 as a Cayman Islands exempted company and formed for the purpose of entering into amerger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one ormore businesses or entities, which we refer to throughout this Annual Report on Form 10-K as our “initial business combination.”References to the “Sponsor” refer to OneIM Sponsor LLC, a