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Microvast Holdings Inc

For the period ended Dec 31, 2023. Filed Apr 1, 2024.

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About this filing

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.

FY2023 · Filed Apr 1, 2024

MVST$0.62-1.8%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Table of Contents

Page
PART I
Item 1.Business1
Item 1A.Risk Factors13
Item 1B.Unresolved Staff Comments50
Item 1C.Cybersecurity50
Item 2.Properties53
Item 3.Legal Proceedings54
Item 4.Mine Safety Disclosures54
PART II
Item 5.Market for the Registrant’s Common Equity and Related Matters55
Item 6.[Reserved]56
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations56
Item 7A.Quantitative and Qualitative Disclosures about Market Risk68
Item 8.Financial Statements and Supplementary DataF-1
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure76
Item 9A.Controls and Procedures76
Item 9B.Other Information77
Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections77
PART III
Item 10.Directors, Executive Officers and Corporate Governance78
Item 11.Executive Compensation83
Item 12.Security Ownership of Certain Beneficial Owners and Management90
Item 13.Certain Relationships and Related Transactions, and Director Independence92
Item 14.Principal Accountant Fees and Services94
PART IV
Item 15.Exhibits and Financial Statement Schedules95

i

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This annual report on Form 10-K (the “Annual Report”) contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about future financial and operating results, our objectives, expectations and intentions with respect to future operations, products and services; and other statements identified by words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “objective,” “plan,” “project,” “predict,” “outlook” “should,” “will,” “would,” or the negative of these terms, or other comparable terminology intended to identify statements about the future. These forward-looking statements include, but are not limited to, statements regarding our industry and market sizes, and future opportunities for us. Such forward-looking statements are based upon the current beliefs and expectations of management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements.

In addition to factors identified elsewhere in this Annual Report, the following factors, among others, could cause actual results and the timing of events to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:

our ability to remain a going concern;

risk that we may not be able to execute our growth strategies or achieve profitability;

risk that we will be unable to raise additional capital to execute our business plan or pay our debts as they come due, which may not be available on acceptable terms or at all;

restrictions in our existing and any future credit facilities;

risks of operations in China;

the effects of mechanics liens filed by contractors that we do not have sufficient funds to pay;

the effects of existing and future litigation;

changes in general economic conditions, including increases in interest rates and associated Federal Reserve policies, a potential economic recession, and the impact of inflation on our business;

changes in the highly competitive market in which we compete, including with respect to our competitive landscape, technology evolution or regulatory changes;

changes in availability and price of raw materials;

labor relations, including the ability to attract, hire and retain key employees and contract personnel;

heightened awareness of environmental issues and concern about global warming and climate change;

risk that we are unable to secure or protect our intellectual property;

risk that our customers or third-party suppliers are unable to meet their obligations fully or in a timely manner;

risk that our customers will adjust, cancel or suspend their orders for our products;

risk of product liability or regulatory lawsuits or proceedings relating to our products or services;

the effectiveness of our information technology and operational technology systems and practices to detect and defend against evolving cyberattacks;

changing laws regarding cybersecurity and data privacy, and any cybersecurity threat or event;

ii

the effects and associated cost of compliance with existing and future laws and governmental regulations, such as the Inflation Reduction Act;

economic, financial and other impacts such as a pandemic, including global supply chain disruptions; and

the impacts of geopolitical events, including the ongoing conflicts between Russia and Ukraine and between Israel and Hamas.

Actual results, performance or achievements may differ materially, and potentially adversely, from any forward-looking statements and the assumptions on which those forward-looking statements are based. There can be no assurance that the data contained herein is reflective of future performance to any degree. You are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance as forward-looking statements are based on estimates and assumptions that are inherently subject to various significant risks, uncertainties and other factors, many of which are beyond our control.

All information set forth herein speaks only as of the date hereof, and we disclaim any intention or obligation to update any forward-looking statements as a result of developments occurring after the date hereof except as may be required under applicable securities laws. Forecasts and estimates regarding our industry and end markets are based on sources we believe to be reliable, however, there can be no assurance these forecasts and estimates will prove accurate in whole or in part.

All references to the “Company,” “we,” “us” or “our” refer to Microvast Holdings, Inc. and its consolidated subsidiaries other than certain historical information which refers to the business of Microvast prior to the consummation of the Business Combination.

iii

GLOSSARY

Industry Specific Defined Terms

“°C” refers to degrees measured in Celsius;

“BMS” refers to the battery management system;

“ESS” refers to utility-scale energy storage systems;

“FCG” refers to the full concentration gradient;

“GHG” refers to greenhouse gas;

“GWh” refers to gigawatt hours;

“KWh” refers to kilowatt-hour;

“LFP” refers to lithium iron phosphate;

“LTO” refers to lithium titanate oxide;

“MWh” refers to megawatt hours;

“NMC-1” refers to nickel manganese cobalt version 1;

“NMC-2” refers to nickel manganese cobalt version 2; and

“OEMs” refers to original equipment manufacturers.

General Defined Terms

“2021 Plan” refers to the Microvast Holdings, Inc. 2021 Equity Incentive Plan;

“Annual Report” refers to this annual report for the year ended December 31, 2023 filed on Form 10-K;

“Annual RSUs” refers to an annual award of restricted stock units;

“Board” refers to the board of directors of Microvast Holdings, Inc.;

“Business Combination” refers to the business combination pursuant to the Agreement and Plan of Merger dated February 1, 2021, between Tuscan, Microvast, Inc. and TSCN Merger Sub Inc.;

“CAC” refers to the Cyberspace Administration of China;

“COVID-19” refers to the coronavirus pandemic;

“CSRC” refers to the China Securities Regulatory Commission;

“DOE” refers to the U.S. Department of Energy;

“E.U.” refers to the European Union;

iv

“Elective RSUs” refers to non-employee directors annual cash retainer;

“Escrow Agent” refers to Continental Stock Transfer & Trust Company as escrow agent;

“Exchange Act” refers to the Securities Exchange Act of 1934, as amended;

“FCPA” refers to the Foreign Corrupt Practices Act;

“Founder Shares” refers to the 6,900,000 founder shares purchased by the Tuscan Group for a purchase price of $25,000 in connection with the IPO;

“IPO” refers to Tuscan Holdings Corp.’s initial public offering;

“IRA” refers to the Inflation Reduction Act passed in August 2022;

“Microvast Energy” refers to our energy division headquartered and incorporated in Colorado that designs, develops and manufactures battery energy storage systems;

“MPS” refers to Microvast Power Systems Co. Ltd. our majority-owned subsidiary incorporated in Huzhou, China;

"NASDAQ" refers to the NASDAQ stock exchange;

“NEOs” refers to our named executive officers for the year ended December 31, 2023 as defined by the Securities Act;

“PCAOB” refers to the Public Company Accounting Oversight Board;

“PRC” refers to the People’s Republic of China;

“PSUs” refers to performance stock units;

“R&D” refers to research and development;

“RMB" refers to Renminbi;

“RSUs” refers to restricted stock units;

“SEC” refers to the U.S. Securities and Exchange Commission;

“Securities Act” refers to the Securities Act of 1933, as amended;

“Stockholders Agreement” refers to the agreement, entered into on July 23, 2021 by and among Microvast Holdings, Inc., Tuscan Holdings Acquisition LLC and Mr. Yang Wu;

“TSR” refers to total shareholder return;

“Tuscan Director” refers to Stephen Vogel as the director nominated by the Tuscan Group under the terms of the Stockholders Agreement;

v

"Tuscan" refers to Tuscan Holdings Corp, a Delaware corporation established in April 2016 for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses;

“Tuscan Group” refers to Stefan M. Selig, Richard O. Rieger and Amy Butte of Tuscan Holdings Acquisition LLC;

“U.K.” refers to the United Kingdom;

“U.S” refers to the United States of America;

“WFOE” or “wholly foreign owned enterprises” refers to a company incorporated in China and wholly-owned by one or more foreign investors; and

“Wu Directors” refers to the current directors Mr. Wu nominated under the terms of the Stockholders Agreement, including Mr. Wu, Yanzhuan Zheng and Arthur Wong.

vi

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