Business Description

Overview Abpro Holdings, Inc. (together with its subsidiaries, the “Company”) is a biotechnology company dedicated to developing next-generation antibody therapeutics to improve the lives of patients with severe and life-threatening diseases. The Company is focused on the development of novel antibodies using its proprietary discovery and engineering platforms, primarily in the areas of immuno-oncology, ophthalmology and infectious disease. On November 13, 2024 (the “Closing Date”), Atlantic Coastal Acquisition Corp. II (“ACAB”) consummated a merger (the “Merger”) pursuant to the terms of the Merger Agreement, dated as of December 11, 2023 (the “Merger Agreement”) by and among Abpro Corporation (“Legacy Abpro”), ACAB, and Abpro Merger Sub Corp., a Delaware corporation (“Merger Sub”) and wholly owned subsidiary of ACAB prior to the Closing Date. Pursuant to the Merger Agreement, on the Closing Date, (i) ACAB changed its name to “Abpro Holdings, Inc.” (“New Abpro”), and (ii) Merger Sub merged with and into Legacy Abpro, with Legacy Abpro as the surviving company in the Merger (such transactions, the “Merger,” and, collectively with the other transactions described in the Merger Agreement, the “Reverse Recapitalization”). Shares of the New Abpro Common Stock commenced trading on the Nasdaq Global Market on November 14, 2024; however, as a result of numerous Nasdaq continued listing non-compliance matters, we received notice of delisting effective February 23, 2026 and our securities currently trade on the OTC Pink Limited Market, with our common shares trading under the ticker symbol ABPO. On March 18, 2026, we appealed the Nasdaq delisting determination. After giving effect to the Merger, Legacy Abpro became a wholly owned subsidiary of the Company. The Merger was accounted for as a reverse recapitalization in accordance with U.S. GAAP, and under this method of accounting, ACAB was treated as the acquired company for financial reporting purposes and Legacy Abpro was treated as the acquirer. Operations prior to the Merger are those of Legacy Abpro. Unless otherwise noted, the Company has retroactively adjusted all common and preferred share and related price information to give effect to the Exchange Ratio as set forth in the Merger Agreement (see Note 3 to the consolidated financial statements). The “Company” refers to Abpro Holdings, Inc. and its subsidiaries, including Legacy Abpro. Legacy Abpro was the accounting acquirer in the Merger and, as such, the consolidated financial statements for the year ended December 31, 2024 includes operations of Legacy Abpro prior to the Merger Date. Reverse Stock Split On October 16 , 2025, the Company filed with the Delaware Secretary of State a Certificate of Amendment to the Certificate of Incorporation of the Company (the “Certificate of Amendment”), which became effective on October 31, 2025 (the “Effective Time”), to effect a one-for-thirty (1:30) reverse stock split (the “Reverse Stock Split”), of the shares of the Company’s Common Stock, par value $0.0001 per share. The Reverse Stock Split was approved by the Company’s stockholders at the 2025 annual meeting of the stockholders held on October 10, 2025. The Company’s Common Stock began trading on a reverse stock split-adjusted basis upon market opening on November 3, 2025. As a result of the Reverse Stock Split, every 30 shares of issued and outstanding Common Stock were combined into one (1) issued and outstanding share of Common Stock, without any change in the par value per share or total Common Stock authorized under the Certificate of Amendment. No fractional shares were issued as a result of the Reverse Stock Split. Instead, stockholders who otherwise would have been entitled to receive fractional shares because they held a number of shares not evenly divisible by the Reverse Stock Split ratio were entitled to receive an additional fraction of a share of Common Stock to round up to the next whole share. All of the Company’s historical share and per share information related to issued and outstanding Common Stock, restricted stock units, and options and warrants exercisable for Common Stock in this Annual Report on Form 10-K and in its consolidated financial statements have been adjusted, on a retroactive basis, to reflect this 1:30 Reverse Stock Split.…