NOCERA, INC.
For the period ended Dec 31, 2025. Filed Apr 15, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Apr 15, 2026
NCRA$1.47+2.8%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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EXHIBIT INDEX
| Exhibit No. | Description | Previously Filed and Incorporated by Reference Herein |
| 3.1 | Amended and Restated Articles of Incorporation of the Registrant | Filed as Exhibit 3.2 to Form 10-K filed on March 23, 2022. |
| 3.2 | Certificate of Amendment of Amended and Restated Articles of Incorporation of the Registrant | Filed as Exhibit 3.6 to Form 10-K filed on March 23, 2022. |
| 3.3 | Certificate of Amendment of Articles of Incorporation of the Registrant | Filed as Exhibit 3.7 to Form 10-K filed on March 23, 2022. |
| 3.4 | Certificate of Change of the Registrant | Filed as Exhibit 3.3 to Form 10-12G filed on October 19, 2018. |
| 3.5 | Amended and Restated Bylaws of the Registrant | Filed as Exhibit 3.1 to Form 8-K filed on February 28, 2022. |
| 4.1 | Description of Nocera, Inc.’s securities registered under Section 12 of the Securities Exchange Act of 1934, as amended | Filed as Exhibit 4.1 to Form 10-K filed on March 23, 2022. |
| 10.1† | 2018 Nocera, Inc. Stock Option and Award Incentive Plan | Filed as Exhibit 10.2 to Form 8-K12G3 filed on January 31, 2019. |
| 10.2 | VIE Purchase, dated September 7, 2022, between Nocera, Inc., Meixin Institutional Food Development Co., Ltd., and the Selling Stockholder | Filed as Exhibit 10.1 to Form 8-K filed on September 12, 2022. |
| 10.3 | Voting Rights Proxy Agreement, dated September 7, 2022, between Nocera, Inc., the Selling Stockholder and Meixin Institutional Food Development Co., Ltd. | Filed as Exhibit 10.2 to Form 8-K filed on September 12, 2022. |
| 10.4 | Exclusive Business Cooperation Agreement, September 7, 2022, between Nocera, Inc. and Meixin Institutional Food Development Co., Ltd. | Filed as Exhibit 10.3 to Form 8-K filed on September 12, 2022. |
| 10.5 | Equity Pledge Agreement, dated September 7, 2022, between Nocera, Inc. the Selling Stockholder and Meixin Institutional Food Development Co., Ltd. | Filed as Exhibit 10.4 to Form 8-K filed on September 12, 2022. |
| 10.6 | Exclusive Call Option Agreement, dated September 7, 2022, between Nocera, Inc., the Selling Stockholder and Meixin Institutional Food Development Co., Ltd. | Filed as Exhibit 10.5 to Form 8-K filed on September 12, 2022. |
| 10.7† | Employment Agreement dated as of July 31, 2023, by and between Nocera, Inc. and Andy Jin | Filed as Exhibit 10.1 to Form 8-K filed on August 4, 2023. |
| 10.9 | Share Exchange Agreement dated as of January 31, 2024, by and between Shanghai Nocera Culture Co., Ltd., Zhejiang Xinca Mutual Entertainment Culture Media Co., Ltd. and the selling stockholder | Filed as Exhibit 10.1 to Form 8-K filed on February 6, 2024. |
| 10.9 | Voting Rights Proxy Agreement dated as of January 31, 2024, by and between Shanghai Nocera Culture Co., Ltd. and the selling stockholder | Filed as Exhibit 10.2 to Form 8-K filed on February 6, 2024. |
| 10.10 | Exclusive Business Cooperation Agreement dated as of January 31, 2024, by and between Shanghai Nocera Culture Co., Ltd., Zhejiang Xinca Mutual Entertainment Culture Media Co., Ltd. and the selling stockholder | Filed as Exhibit 10.3 to Form 8-K filed on February 6, 2024. |
| 10.11 | Equity Pledge Agreement dated as of January 31, 2024, by and between Shanghai Nocera Culture Co., Ltd. and the selling stockholder | Filed as Exhibit 10.4 to Form 8-K filed on February 6, 2024. |
| 10.12 | Exclusive Call Option Agreement dated as of January 31, 2024, by and between Shanghai Nocera Culture Co., Ltd., Zhejiang Xinca Mutual Entertainment Culture Media Co., Ltd. and the selling stockholder | Filed as Exhibit 10.5 to Form 8-K filed on February 6, 2024. |
| 10.13 | Financial Support Letter dated January 25, 2025 | * |
| 14.1 | Code of Ethics | Filed as Exhibit 14.1 to Form S-1 filed on April 1, 2022. |
| 19.1 | Insider Trading Policy | * |
| 31.1 | Rule 13a-14(a)/15d-14(a) Certification of the President and Chief Executive Officer of Nocera, Inc. | * |
| 31.2 | Rule 13a-14(a)/15d-14(a) Certification of the Chief Financial Officer of Nocera, Inc. | * |
| 32.1 | Section 1350 Certification of the President and Chief Executive Officer of Nocera, Inc. | ** |
| 32.2 | Section 1350 Certification of the Chief Financial Officer of Nocera, Inc. | ** |
| 99.1 | Audit Committee Charter | Filed as Exhibit 99.1 to Form S-1 filed on April 1, 2022. |
| 99.2 | Compensation Committee Charter | Filed as Exhibit 99.2 to Form S-1 filed on April 1, 2022. |
| 99.3 | Nominating and Corporate Governance Committee Charter | Filed as Exhibit 99.3 to Form S-1 filed on April 1, 2022. |
| 101 | Interactive Data Files | * |
| 101.INS | Inline XBRL Instance Document | * |
| 101.SCH | Inline XBRL Schema Document | * |
| 101.CAL | Inline XBRL Calculation Linkbase Document | * |
| 101.DEF | Inline XBRL Definition Linkbase Document | * |
| 101.LAB | Inline XBRL Label Linkbase Document | * |
| 101.PRE | Inline XBRL Presentation Linkbase Document | * |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | * |
| * | Filed herewith. |
|---|---|
| ** | Furnished herewith and not to be incorporated by reference into any filing of Nocera, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K. |
| † | Management contract or compensatory plan. |
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