Avalon GloboCare Corp 2025年度报告

FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT Commission file number: 001-38728 AVALON GLOBOCARE CORP.(Exact name of registrant as specified in its charter) Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act:None. 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 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 during the preceding 12 months (or for such shorter period that the registrant was required tosubmit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” 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 the registeredpublic accounting firm that prepared or issued its audit report. 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☒ As of June 30, 2025, the last business day of the registrant’s most recently completed second fiscal quarter, the market value of ourcommon stock held by non-affiliates was approximately $5,482,000. The number of shares of our common stock, $0.0001 par value per share, outstanding as of March 25, 2026, was 8,023,609. Documents incorporated by reference: Portions of the registrant’s definitive proxy statement for the annual stockholder meeting to beheld in 2026 are incorporated by reference into Part III of this Annual Report on Form 10-K as noted herein. The registrant intends tofile its proxy statement within 120 days after its fiscal year end. TABLE OF CONTENTS PagePART IItem 1.Business1Item 1A.Risk Factors8Item 1B.Unresolved Staff Comments15Item 1C.Cybersecurity15Item 2.Properties15Item 3.Legal Proceedings15Item 4.Mine Safety Disclosures15PART IIItem 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities16Item 6.[Reserved]16Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations16Item 7A.Quantitative and Qualitative Disclosures About Market Risk24Item 8.Financial Statements and Supplementary Data24Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure25Item 9A.Controls and Procedures25Item 9B.Other Information26Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections26PART IIIItem 10.Directors, Executive Officers and Corporate Governance27Item 11.Executive Compensation27Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters27Item 13.Certain Relationships and Related Transactions, and Director Independence27Item 14.Principal Accounting Fees and Services28PART IVItem 15.Exhibits28Item 16.Form 10-K Summary41Signatures42 Cautionary Statement Regarding Forward-Looking Statements Certain statements in this Annual Report on Form 10-K for the year ended December31, 2025 may constitute “forward-looking”statements within the meaning of Sectio