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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F

(Mark One)

 REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

 ANNUAL REPORT PURSUANT TO SECTION 13d OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31,2024

OR

 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to OR

 SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report:

Commission file number 001-40865

(Exact name of Registrant as specified in its charter)

Not Applicable

(Translation of Registrant’s name into English)

The Netherlands

(Jurisdiction of incorporation or organization)

Carrer del Foc, 68

Barcelona, Spain 08038

(Address of principal executive offices)

Enric Asunción

CEO

Telephone:+1(404)574‑1504

investors@wallbox.com

Carrer del Foc, 68

Barcelona, Spain 08038

(Name, Telephone, E‑mail and /or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered, pursuant to Section 12(b) of the Act

Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A ordinary shares, nominal value €0.12 per shareWBXNew York Stock Exchange
Warrants to purchase Class A SharesWBXWSNew York Stock Exchange

Securities registered or to be registered pursuant to Section 12(g) of the Act: None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report. As of December 31, 2024, the registrant had 237,362,279 Class A Shares and 13,500,793 Class B Shares outstanding.

Indicate by check mark if the registrant is a well‑known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  No 

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes  No 

Note‑Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange 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 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 the registrant was required to submit such files). Yes  No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non‑accelerated filer, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b‑2 of the Exchange Act.

Large accelerated filerAccelerated filerxNon‑accelerated filer
Emerging growth company

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards † provided pursuant to Section 13(a) of the Exchange Act.

† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness 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 of the registrant 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 which basis of accounting the registrant has used to prepare the financial statements included in this filing:

 U.S. GAAP International Financial Reporting Standards as issued by the International Accounting Standards Board Other

If “Other” has been checked in response to the previous question indicate by check mark which financial statement item the registrant has elected to follow. Item 17 Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b‑2 of the Exchange Act). Yes No

TABLE OFCONTENTS

Page
PRESENTATION OF FINANCIAL AND OTHER INFORMATION1
CAUTIONARY STATEMENT REGARDING FORWARD‑LOOKING STATEMENTS4
PART I5
Item 1. Identity of Directors, Senior Management and Advisers5
Item 2. Offer Statistics and Expected Timetable5
Item 3. Key Information5
Item 4. Information on the Company33
Item 4A. Unresolved Staff Comments46
Item 5. Operating and Financial Review and Prospects46
Item 6. Directors, Senior Management and Employees62
Item 7. Major Shareholders and Related Party Transactions72
Item 8. Financial Information75
Item 9. The Offer and Listing76
Item 10. Additional Information76
Item 11. Quantitative and Qualitative Disclosures About Market Risk82
Item 12. Description of Securities Other than Equity Securities83
PART II84
Item 13. Defaults, Dividend Arrearages and Delinquencies84
Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds84
Item 15. Controls and Procedures84
Item 16. [Reserved]85
Item 16A. Audit Committee Financial Expert85
Item 16B. Code of Ethics85
Item 16C. Principal Accountant Fees and Services85
Item 16D. Exemptions from the Listing Standards for Audit Committees86
Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers86
Item 16F. Change in Registrant’s Certifying Accountant86
Item 16G. Corporate Governance86
Item 16H. Mine Safety Disclosure87
Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections87
Item 16J. Insider Trading Policies87
Item 16K. Cybersecurity87
PART III90
Item 17. Financial Statements90
Item 18. Financial Statements90
Item 19. Exhibits90
SIGNATURES93
CONSOLIDATED FINANCIAL STATEMENTSF-1
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.