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OBOOK HOLDINGS INC.

For the period ended Dec 31, 2025. Filed Apr 29, 2026.

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About this filing

The yearly report of a company based outside the US. It covers much of what a 10-K does, and may follow accounting rules other than US ones.

FY2025 · Filed Apr 29, 2026

OWLS$2.180.0%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F

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

OR

For the fiscal year ended December 31,2025

OR

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

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 _____________

For the transition period from __________ to __________

Commission file number 001-42858

OBOOK Holdings Inc.

(Exact name of Registrant as specified in its charter)

N/A

(Translation of Registrant’s name into English)

Cayman Islands

(Jurisdiction of incorporation or organization)

9F., No. 28, Wencheng Rd., Beitou Dist., Taipei City 112,

Taiwan, Republic of China

(Address of principal executive offices)

Winnie Lin

9F., No. 28, Wencheng Rd., Beitou Dist., Taipei City 112,

Taiwan, Republic of China

Tel: +886-2-6610-0180

Fax:+886-2-6610-0184

(Name, Telephone, Email 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 SymbolName of each exchange on which registered
Class A Common SharesOWLSNasdaq, Inc.

Securities registered or to be registered pursuant to Section 12(g) of the Act.

None

(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.

None

(Title of Class)

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, 2025:
Class A Common Shares, par value US$0.001 per share37,883,816
Class B Common Shares, par value US$0.001 per share50,508,000

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 definition of "large accelerated filer," "accelerated filer," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer ___Accelerated filer ___Non-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 ☑

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

Yes __ No __

TABLE OF CONTENTS

FORWARD-LOOKING STATEMENTSii
CERTAIN TERMS AND CONVENTIONSiii
PART I1
Item 1.Identity of Directors, Senior Management and Advisors1
Item 2.Offer Statistics and Expected Timetable1
Item 3.Key Information1
Item 4.Information on the Company11
Item 4A.Unresolved Staff Comments23
Item 5.Operating and Financial Review and Prospects23
Item 6.Directors, Senior Management and Employees41
Item 7.Major Shareholders and Related Party Transactions48
Item 8.Financial Information51
Item 9.The Offer and Listing51
Item 10.Additional Information52
Item 11.Quantitative and Qualitative Disclosures about Market Risk56
Item 12.Description of Securities Other Than Equity Securities57
PART II58
Item 13.Defaults, Dividend Arrearages and Delinquencies58
Item 14.Material Modifications to the Rights of Security Holders and Use of Proceeds58
Item 15.Controls and Procedures58
Item 16.[Reserved]59
Item 16A.Audit Committee Financial Expert59
Item 16B.Code of Ethics59
Item 16C.Principal Accountant Fees and Services59
Item 16D.Exemptions from the Listing Standards for Audit Committees60
Item 16E.Purchase of Equity Securities by the Issuer and Affiliated Purchasers60
Item 16F.Change in Registrant’s Certifying Accountant60
Item 16G.Corporate Governance60
Item 16H.Mine Safety Disclosure61
Item 16I.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections61
Item 16J.Insider Trading Policies61
Item 16K.Cybersecurity61
PART III63
Item 17.Financial Statements63
Item 18.Financial Statements63
Item 19.Exhibits63

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