Amprius Technologies Inc 2025年度报告

FORM10-K (Mark One) 区ANNUALREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIESEXCHANGEACT1934 For thefiscal year ended December31, 2025OR 口TRANSITIONREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIESEXCHANGEACTOF1934 For the transition period fromtoCommission filenumber 001-41314 AMPRIUS TECHNOLOGIES,INC. (Exact name of registrant as specified in its charter) 94538(Zip Code) (Address of Principal Executive Offices) (800) 425-8803Registrant's telephone number,including area code SecuritiesregisteredpursuanttoSection12(b)oftheAct: Table of Contents Index to Consolidated Financial Statements Securitiesregistered pursuant to section 12(g) of theAct: None Indicate by check mark if theregistrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Ac口Noμ Indicate by check mark ifthe registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the AYesNo区 Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d)Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was re Indicateby checkmark whethertheregistranthas submitted electronically everyInteractiveDataFilerequiredshorterperiod that the registrantwas requiredto submit suchfiles).YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-acceleratedfiler,”"smaller reporting 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 traiperiod for complying with any new or revised financial accounting standards provided pursuant to Section 13(a)ExchangeAct. effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (157262(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 statemtheregistrant included in thefiling 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 analyincentive-based compensation received by any of the registrant's executive officers during the relevant recoverypursuant to s240.10D-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 the voting and non-voting common equity held by non-affliates of the RegistrantJune30,2025 (the last business day of the registrant's most recently completed second fiscal quarter),was approxiS518.4 million. Solely for purposes of this disclosure, shares of common stock held by executive officers and directcby each person who owns 5% or more of the outstanding common stock as of such date have been excluded becauspersons may bedeemed to be affiliates.This determination of affiliate status is not necessarily a conclusivedetermiforotherpurposes. The registrant had 137,019,004 shares of common stock outstanding as of February 27, 2026. DOCUMENTSINCORPORATEDBYREFERENCE Portions of the registrant's definitive proxy statement for its 2026 Annual Meeting of Stockholders (the“Proxy State!AnnualReportonForm1o-K,areincorporatedbyreferenceinPartIllwhereindicated.Exceptwithrespecttoinfornspecifically incorporated by reference in this Annual Report,the Proxy Statement shall not be deemed to be filed as phereof. Table of ContentsIndex to Consolidated Financial Statements Table of Contents NtCautionaryNote Regarding Forward-Looking StatementsPart IItem 1. BusinessItemlA.RiskFactorsItemIB.Unresolved Staff CommentsItem 1C. CybersecurityItem2.PropertiesItem 3. Legal ProceedingsItem 4.Mine Safety DisclosuresPart IIItem5.MarketforRegistrant'sCommonEquity.RelatedStockholderMatters andIssuerPurchasesof EquitySecuritiesItem6.ReservedItemZ.Management'sDiscussionandAnalysis ofFinancial ConditionandResultsof OperationsItem7A.QuantitativeandQualitativeDisclosuresAboutMarketRiskItem8.FinancialStatements and SupplementaryDataItem 9. Changes in and Disagreements With Accountants on Accounting and Financial DisclosuresItem 9A.Controls and ProceduresItem 9B. Other InformationItem9C.DisclosureRegardingForeignJurisdictionsthatPrevent InspectionsPart IIItem1o.DirectorsExecutiveOfficers andCorporateGovernanceItemIl.ExecutiveCompensationItem12.SecurityQwnershipofCertainBeneficialQOwnersandManagementandRelatedStockholderMattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem14.PrincipalAccountantFeesandServicesPart IVItem15.ExhibitandFinancialStatementSchedulesItem 16. Form 10-K SummarySignatures CautionaryNoteRegardingForward-Looking Statements Certain statements in this Annual Report onForm10-K of AmpriusTechnologies, Inc.(hereafter referredt