Local Bounti Corp 2025年度报告

83-3686055 (I.R.S Employer Identification No.) (800)640-4016 (Registrant's Telephone Number, Including Area Code) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on which registered New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicateby check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the SecuritiesAct.YesտNoց Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.YesտNoց 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.YesցNoտIndicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant 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).YesցNoտ 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-2of 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.տIndicate 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.տ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issued financial statements.տ 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).տ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).YesտNoց The aggregate market value of the voting stock held by non-affiliates of the registrant was approximately $42.8 million as of June 30,2025 (the last business day of the registrant's most recently completed second fiscal quarter) based upon the closing sale price on TheNew York Stock Exchange reported for such date. Shares of common stock held by each officer and director and by each person whomay be deemed to be an affiliate have been excluded. This determination of affiliate status is not necessarily a conclusivedetermination for other purposes. The number of outstanding shares of Local Bounti Corporation's common stock was 22,401,295 at March 23, 2026. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's definitive Proxy Statement for the registrant's Annual Meeting of Stockholders to be held on June 10,2026, are incorporated by reference into Part III of this Annual Report on Form 10-K. TABLE OF CONTENTS PageCautionary Note Regarding Forward-Looking Statements4Additional Information5PART I5Item 1.Business5Item 1A.Risk Factors21Item 1B.Unresolved Staff Comments46Item 1C.Cybersecurity46Item 2.Properties47Item 3.Legal Proceedings47Item 4.Mine Safety Disclosures47PART II48Item 5.Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities48Item 6.Reserved48Item 7.Management's Discussion and Analysis of Financial Condition and Results of Operations49Item 7A.Quantitative and Qualitative Disclosures About Market Risk58Item 8.Financial Statements and Supplementary Data58Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure92Item 9A.Controls and Procedures92Item 9B.Other Information93Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections93PART III94Item 10.Directors, Executive Officers and Corporate Governance94Item 11.Executive Compensation94Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters94Item 13.Certain Relationships and Related Transactions, and Director Independence94Item 14.Principal Accountant Fees and Services94PART IV95Item 15.Exhibits and Financial Statement Schedules95Item 16.Form 10-K Summary99Signatur