Camp4 Therapeutics Corp 2025年度报告

FORM 10-K (Mark One) xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025OR oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 Commission file number 001-42365 CAMP4 Therapeutics Corporation (Exact name of registrant as specified in its charter) Delaware81-1152476(State or other jurisdiction of incorporationor organization)(I.R.S. Employer Identification No.) One Kendall SquareBuilding 1400 West, 3rdFloorCambridge, Massachusetts(Address of Principal Executive Offices) 02139(Zip Code) (617) 651-8867Registrant’s telephone number, including area codeSecurities 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.YesoNox Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.YesoNox TABLE OF CONTENTS 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 requiredto file such reports), and (2) has been subject to such filing requirements for the past 90 days.YesxNoo 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 suchshorter period that the registrant was required to submit such files).YesxNoo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, asmaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “acceleratedfiler,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transitionperiod for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of theExchange 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 the registered 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 ofthe registrant included in the filing reflect the correction of an error to previously issued financial statements.o 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 periodpursuant 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). YesoNox As of June 30, 2025, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregatemarket value of the common stock held by non-affiliates of the registrant was approximately $14.6 million, based on theclosing price of the registrant’s common stock on June 30, 2025. As of March 4, 2026, there were 51,919,321 shares of the registrant’s common stock, par value $0.0001 per share,outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement for its 2026 annual meeting of stockholders (the “2026 ProxyStatement”) are incorporated by reference into Part III of this Annual Report on Form 10-K. The 2026 Proxy Statementwill be filed pursuant to Regulation 14A with the Securities and Exchange Commission not later than 120 days after theregistrant’s fiscal year ended December 31, 2025. TABLE OF CONTENTS Part IIIItem 10. Directors, Executive Officers and Corporate Governance139Item 11. Executive Compensation139Item 12. Security Ownership of Certain Beneficial Owner and Management and Related Stockholder Matters139Item 13. Certain Relationships and Related Transactions, and Director Independence139Item 14. Principal Accounting Fees and Services139 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS AND MARKET AND INDUSTRYDATA This Annual Report on Form 10-K (“Annual Report”) contains forward-looking statements that involvesubstantial risks and uncertainties because they relate to events and depend on circumstances that may or may not occur inthe future. All statements other than statements of historical fact contained in this Annual Report, including statementsregarding