Global Interactive Technologies Inc 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 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to____________ Commission file number: 001-41763 Global Interactive Technologies, Inc (Exact name of registrant as specified in its charter) Delaware88-1368281(State or other jurisdiction of(I.R.S. Employer 160, Yeouiseo-ro,Yeongdeungpo-Gu, SeoulRepublic of Korea, 07231(Address principal executive offices) Registrant’s telephone number, including area code:+82-2-564-8588 Securities registered pursuant to Section 12(b) of the Act: Title of Each Class:Trading Symbol(s)Name of Each Exchange on Which Registered:Class A Common Stock, $0.001 par value pershareGITSThe Nasdaq Stock Market LLC (Nasdaq CapitalMarket) 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 Exchange 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 (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant 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 definition of “large accelerated filer,” accelerated filer, “smaller reportingcompany” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer☐Non-accelerated filer☒Smaller reporting company☒Emerging growth company☒ 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.☐ 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 require 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☒ The aggregate market value of the common stock outstanding, other than shares held by persons who may be deemed affiliates of theregistrant, computed by reference to the closing price for Class A Common Stock on June 30, 2025, which was $1.36, as reported onthe Nasdaq Stock Market was $4,040,052.72. As of the filing date of May 22, 2026, the number of shares of Class A Common Stock issued and outstanding is 3,674,208 shares (parvalue $0.001 per share), as adjusted to reflect the 1-for-20 reverse stock split effected on January 27, 2025. TABLE OF CONTENTS PAGEPART IItem 1.Business1Item 1A.Risk Factors13Item 1B.Unresolved Staff Comments39Item 1C.Cybersecurity39Item 2.Properties40Item 3.Legal Proceedings40Item 4.Mine Safety Disclosures40PART IIItem 5.Market for Registrant’s Common Stock, Related Shareholder Matters and Issuer Purchases of Equity Securities41Item 6.[Reserved]41Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations41Item 7A.Quantitative and Qualitative Disclosures About Market Risk47Item 8.Financial Statements and Supplementary Data48Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure48Item 9A.Controls and Procedures48Item 9B.Other Information49Item 9CDisclosure Regarding Foreign Jurisdictions that Prevent Inspections49PART IIIItem 10.Directors, Executive Officers and Corporate Governance5