恩德拉生命科学 2025年度报告

FORM 10-K (Mark One)☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended:December 31, 2025 For the transition period from __________________ to __________________ Commission file number:001-37969 3600 Green Court, Suite 350, Ann Arbor, MI48105-1570(Address of Principal Executive Offices)(Zip Code) (734) 335-0468(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act: Series C Preferred Stock, par value $0.0001 per share 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 theSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to filesuch 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 and posted on its corporate Web site, if any, everyInteractive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (orfor such shorter period that the registrant was required to submit and post 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 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 periodfor complying 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 theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by theregistered public accounting 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-based compensation 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 Act): Yes☐No☒ The aggregate market value of voting and non-voting common equity held by non-affiliates of the registrant, as of June 30,2025, was approximately $2,685,462 based on the closing sales price of the common stock as reported on the Nasdaq Capital Marketon June 30, 2025. As of March 31, 2026, there were 1,240,751 shares of the registrant’s common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE None. ENDRA LIFE SCIENCES INC. TABLE OF CONTENTS PagePART IItem 1.Business.1Item 1A.Risk Factors.10Item 1B.Unresolved Staff Comments.40Item 1C.Cybersecurity40Item 2.Properties.41Item 3.Legal Proceedings.41Item 4.Mine Safety Disclosures.41PART IIItem 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.42Item 6.[Reserved]42Item 7.Management’s Discussion and Analysis of Financial Condition and Operations.43Item 7A.Quantitative and Qualitative Disclosures About Market Risk.47Item 8.Financial Statements and Supplementary Data.F-1Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.49Item 9A.Controls and Procedures.49Item 9B.Other Information.50Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.50PART IIIItem 10.Directors, Executive Officers and Corporate Governance.51Item 11.Executive Compensation.54Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholders Matters.58Item 13.Certain Relationships and Related Transactions, and Director Independence.59Item 14.Principal Accountant Fees and Services.59PART IVItem 15.Exhibits, Financial Statements and Schedules.60Item 16.Form 10-K Summary.61 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K (this “Annual Report”) contains “forward-looking statements” within the meaning of Section 27Aof the Securities Act of 1