Anbio 20-F amendment adds seasoned issuer status

Anbio Biotechnology filed Amendment No. 1 to its Form 20-F for the year ended December 31, 2025.

Rhea-AI Filing Summary

Anbio Biotechnology filed Amendment No. 1 to its Form 20-F for the year ended December 31, 2025. The amendment’s sole purpose is to update the cover page to check that the company is a well-known seasoned issuer as defined in Rule 405 of the Securities Act.

The company states that no other changes have been made to the original annual report and that the amendment does not reflect events after the original filing. As of December 31, 2025, there were 43,891,200 Class A Ordinary Shares and 100,000,000 Class B Ordinary Shares issued and outstanding.

Key Figures

Class A shares outstanding: 43,891,200 shares Class B shares outstanding: 100,000,000 shares Registered class: Class A Ordinary Shares

3 metrics

Class A shares outstanding 43,891,200 shares Class A Ordinary Shares issued and outstanding as of December 31, 2025

Class B shares outstanding 100,000,000 shares Class B Ordinary Shares issued and outstanding as of December 31, 2025

Registered class Class A Ordinary Shares Registered under Section 12(b) and listed on Nasdaq Global Market

Key Terms

well-known seasoned issuer, Form 20-F, Section 12(b), Section 15(d), +2 more

6 terms

well-known seasoned issuer regulatory

"to check mark that the Company is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act"

A well-known seasoned issuer (WKSI) is a large, established public company that meets regulatory size and reporting tests and is granted special, faster options to sell new securities to raise money. Think of it like a trusted borrower with a standing credit line: investors and markets see it as more familiar and the company can access capital quickly with less paperwork, which can affect share supply and investor returns.

Form 20-F regulatory

"Amendment No. 1 to Form 20-F (the “Form 20-F/A”) to its annual report on Form 20-F for the year ended December 31, 2025"

Form 20-F is the standardized annual disclosure that non-U.S. companies must file with the U.S. securities regulator when their shares are traded in the U.S.; it contains audited financial statements, a plain-language description of the business, management discussion, governance details and key risk factors. It matters to investors because it provides a consistent, comparable company “report card” and rulebook, helping buyers assess financial health, governance and risks before investing.

Section 12(b) regulatory

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

Section 12(b) of the U.S. Securities Exchange Act requires securities listed on a national stock exchange to be registered with the U.S. Securities and Exchange Commission (SEC) and to follow regular public reporting and disclosure rules. For investors, a 12(b) listing generally means more routine financial updates, regulatory oversight and easier buying and selling—like a storefront that must display its inventory and prices, making it simpler to inspect and trade the product.

Section 15(d) regulatory

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

Section 15(d) is a U.S. securities law rule that can require a company to keep filing regular public financial reports with regulators after it sells stock in certain offerings, even if it otherwise would stop reporting. Think of it like a store that must continue posting its receipts so buyers can check its health; for investors, it preserves ongoing disclosure and helps them track a company’s finances and risks that might affect the stock.

Inline XBRL technical

"Cover Page Interactive Data File (embedded within the Inline XBRL document)"

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

internal control over financial reporting financial

"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"

Internal control over financial reporting is a company’s system of procedures and checks designed to make sure its financial statements are accurate and complete, like a set of guardrails and verification steps that catch mistakes or fraud before numbers are published. Investors care because strong controls make reported results more trustworthy, lower the risk of surprise restatements or regulatory problems, and give greater confidence when valuing the company or comparing it to peers.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is the purpose of Anbio Biotechnology (NNNN) Form 20-F/A Amendment No. 1?

The amendment’s sole purpose is to update the Form 20-F cover page to check that Anbio Biotechnology is a well-known seasoned issuer as defined in Rule 405 of the Securities Act, without changing any other disclosures in the annual report.

Does Anbio Biotechnology’s 20-F/A Amendment No. 1 change any financial information?

The amendment does not change financial or other disclosures. It is described as an exhibit-only filing that solely updates the cover page well-known seasoned issuer check mark, with no other modifications to the previously filed annual report for the year ended December 31, 2025.

How many Anbio Biotechnology shares were outstanding as of December 31, 2025?

As of December 31, 2025, Anbio Biotechnology had 43,891,200 Class A Ordinary Shares and 100,000,000 Class B Ordinary Shares issued and outstanding. These figures describe the company’s capital structure at the close of the period covered by the annual report.

Does Anbio Biotechnology’s 20-F/A update events after the original annual report filing?

The amendment explicitly states it does not reflect events occurring after the original Form 20-F filing. It only updates the well-known seasoned issuer status on the cover page and should be read together with the previously filed annual report.

What securities of Anbio Biotechnology are registered on a U.S. exchange?

Anbio Biotechnology lists its Class A Ordinary Shares, par value $0.0001 per share, for trading on The Nasdaq Stock Market LLC (Nasdaq Global Market) under the symbol NNNN, as indicated in the registration section of the filing.

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Accepted by SEC EDGAR 04/09/2026 - 06:04 AM Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F/A

(Amendment No.1)

(Mark One)

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

OR

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

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

For the transition period from       to       

Commission file number: 001-42526

Anbio Biotechnology

(Exact name of Registrant as specified in its charter)

Cayman Islands

(Jurisdiction of incorporation or organization)

Friedrich-Ebert-Anlage 35-37, 60327
Frankfurt am Main,
Germany
+49 69870039170

(Address of principal executive offices)

Micheal Lau

+49 69870039170

Friedrich-Ebert-Anlage 35-37, 60327
Frankfurt am Main,
Germany
(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 class		Trading Symbol(s)		Name of each exchange on which registered
Class A Ordinary Shares, par value $0.0001 per share		NNNN		The Nasdaq Stock Market LLC (Nasdaq Global Market)

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: 43,891,200 Class A Ordinary Shares and 100,000,000 Class B Ordinary Shares issued and outstanding as of December 31, 2025.

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

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. ☐

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. ☐

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		Other ☐
		by the International Accounting Standards Board ☐

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 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). ☐

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 Securities Exchange Act of 1934).

☐ 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

EXPLANATORY NOTE

Anbio Biotechnology (“we,” “us,” “the Company,” or “our”) is filing this Amendment No. 1 to Form 20-F (the “Form 20-F/A”) to its annual report on Form 20-F for the year ended December 31, 2025 (the “Annual Report”), which was originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 7, 2026. The sole purpose of this Form 20-F/A is an exhibit-only filing to amend the Form 20-F to check mark that the Company is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act on the cover page of the Form 20-F. No other changes have been made to the Annual Report as amended by Amendment No. 1.

This Form 20-F/A does not reflect events occurring after the filing of the Annual Report and does not modify or update the disclosure therein in any way except as described above. No other changes have been made to the Annual Report. The filing of this Form 20-F/A should not be understood to mean that any statements contained in the Annual Report and this Form 20-F/A, are true or complete as of any date subsequent to the original filing date of the Annual Report. Accordingly, this Form 20-F/A should be read in conjunction with the Annual Report.

Item 19. EXHIBITS

EXHIBIT INDEX 

Exhibit No.		Description
104*		Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed with this Form 20-F/A

1

SIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F/A and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

	Anbio Biotechnology
	By:	/s/ Michael Lau
		Name:	Michael Lau
		Title:	Chief Executive Officer

Date: April 9, 2026

2

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