What changed in this filing

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Item 1. Business

2024-03-27 compared with 2023-03-30 · 242 added, 295 removed, 643 unchanged (46% of the section changed)

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(ii) our electric-powered boat segment,

which is developing fully electric boats, through our majority owned subsidiary, Forza X1, Inc., a Delaware corporation (“Forza”)

which is developing fully electric boats, through our controlling interest subsidiary, Forza X1, Inc., a Delaware corporation (“Forza”)

and (iii) our franchise segment, which is developing a standard product offering and will be selling franchises across the United States

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became a majority owned subsidiary in August 2022, when Forza consummated the initial public offering of its shares of common stock, which

are now listed on The Nasdaq Capital Market, resulting in our ownership of 67% of the outstanding common stock of Forza.

are now listed on The Nasdaq Capital Market.

Our current ownership is 44% of the outstanding common stock of Forza, and is considered

a controlling interest.

Our gas-powered boats allow consumers to use them

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Due to the growing demand for sustainable, environmentally

friendly electric and alternative fuel commercial and recreational vehicles, our majority owned subsidiary, Forza, is designing and developing

a line of electric-powered boats utilizing our electric vehicle (“EV”) technology to control and power our boats and

proprietary outboard electric motor.

Forza’s mission is to inspire the adoption of sustainable recreational boating by producing

stylish electric sport boats.

friendly electric and alternative fuel commercial and recreational vehicles, our controlling interest subsidiary, Forza, is designing

and developing a line of electric-powered boats utilizing our electric vehicle (“EV”) technology to control and power

our boats and proprietary outboard electric motor.

Forza’s mission is to inspire the adoption of sustainable recreational boating

by producing stylish electric sport boats.

Information about Twin Vee can be found on our website,

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We are subject to the reporting

requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

The Exchange Act requires us to file

periodic reports, proxy statements and other information with the Securities and Exchange Commission (“SEC”).

The SEC maintains

a website that contains reports, proxy and information statements, and other information regarding issuers that file electronically with

These materials may be obtained electronically by accessing the SEC’s website at http://www.sec.gov .

requirements of the Exchange Act.

The Exchange Act requires us to file periodic reports, proxy statements and other information with the

Securities and Exchange Commission (“SEC”).

The SEC maintains a website that contains reports, proxy and information statements,

and other information regarding issuers that file electronically with the SEC.

These materials may be obtained electronically by accessing

the SEC’s website at http://www.sec.gov.

Business of Our Segments

Gas-powered Boats

Our gas-powered boat segment, which accounted for

100% of our net revenue in the 2022 fiscal year and 99% of our net revenue in the 2021 fiscal year, is located in Fort Pierce, Florida.

Our gas-powered boat segment accounted for 100% of

our net revenue in fiscal years 2023 and 2022.

In 2023, our gas powered segment had locations in Fort Pierce, Florida, and White Bluff,

We believe our company has been an innovator in the recreational and commercial power catamaran industry.

We currently have 16 gas-powered

models in production ranging in size from our 24-foot, dual engine, center console to our 40-foot offshore 400 GFX.

Our twin-hull catamaran

running surface, known as a symmetrical catamaran hull design, adds to the Twin Vee ride quality by reducing drag, increasing fuel efficiency

and offering users a stable riding boat.

Our home base operations for our gas-powered boats is in Fort Pierce, Florida and is a 7.5-acre

facility with several buildings totaling over 75,000 square feet.

We currently have

19 gas-powered models in production ranging in size from our 24-foot, dual engine, center console to our 40-foot offshore 400 GFX, in

2023 we added 8 mono hull models to our line up.

Our twin-hull catamaran running surface, known as a symmetrical catamaran hull design,

adds to the Twin Vee ride quality by reducing drag, increasing fuel efficiency and offering users a stable riding boat.

Our home base

operations for our gas-powered boats is in Fort Pierce, Florida and is a 7.5-acre facility with several buildings totaling over 75,000

We currently employ approximately 80 people.

During the 2022 fiscal year, we focused our efforts

on increased throughput through our facility, and fully integrating the new models that we introduced in 2021.

In February 2023, we announced

our launch of our new LFG Marine, a new-monohull boat brand that will initially include a 22-inch center console monohull, a 25 inch dual

console, single-engine day boat, a 22 inch dual console monohull and a 25 inch deck boat, single engine.

We delivered the first LFG Marine

boats in January of 2023.

The LFG Marine brand is expected to appeal to first-time boat buyers, the freshwater market, and consumers that

prefer a monohull boat opening a significantly larger portion of the market share to Twin Vee.

During the year ended December 31, 2022, one individual dealers

During the 2023 fiscal year, we focused our efforts on increased throughput through

our facility, and fully integrating the new models that we introduced in 2023.

In February 2023, we announced our launch of our new AquaSport,

a new-monohull boat brand that will initially include a 22-foot center console monohull, a 25-foot dual console, single-engine day boat,

a 22-foot dual console monohull and a 25 foot deck boat, single engine.

We delivered our first monohull boats in January of 2023.

of 2023, we entered into a finance lease, securing the rights to the AquaSport brand and facility in White Bluff, Tennessee.

The AquaSport

brand is expected to appeal to first-time boat buyers, the freshwater market, and consumers that prefer a monohull boat opening a significantly

larger portion of the market share to Twin Vee.

During the year ended December 31, 2023, one individual dealer

had sales of over 10% of our total sales, and one customer represented 10.3% of total sales.

During the year ended December 31, 2021, five individual customers had sales of over 10% of our total sales and combined these five customers

represented 67% of total sales.

During the year ended December 31, 2022, one individual dealer had sales of over 10% of our total sales, and one customer represented

12% of total sales.

Twin Vee’s Twin-Hull Shape

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Fish one side of a Twin Vee .

Enjoy fishing without the extreme listing of a monohull.

Twin Vee’s Mono-Hull

We expect our new LFG Marine bring to appeal to first-time boat buyers, the

freshwater market and consumers that prefer a mono-hull boat.

Enjoy fishing

without the extreme listing of a monohull.

Twin Vee’s Monohull

We expect our new monohull line to appeal to first-time

boat buyers, the freshwater market and consumers that prefer a monohull boat.

This new monohull brand will be selling into a much larger

portion of the market.

Our franchise segment is being developed and we plan

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its own unique brand.

To date, Forza has completed the designs of its first boat, the FX1.

the two prototypes developed by us, the FX1 model will not be a retrofitted Twin Vee catamaran hull with an electric propulsion system.

Instead, the FX1 model is being built based on an entirely new design that will incorporate the same control system as the second prototype.

Forza’s initial two models, the FX1 Dual Console and FX1 Center Console, are being designed to be 25-foot in length, have an 8’

beam or width and utilize a catamaran hull surface to reduce drag and increase run times.

To date, Forza has completed the design of the

25-foot FX dual console model, including hull, deck and small parts.

We have completed the design of the 25-foot FX dual console model,

including hull, deck and small parts.

This design has gone from an intellectual concept in CAD to fiberglass and foam plugs, fiberglass

molds and, finally, working boat parts in just over one year.

The initial launch of FX1 will include Forza’s proprietary single

electric outboard motor.

Both FX1 models are being designed with advanced high-powered, liquid-cooled lithium battery packs that will

be provided by the third party supplier with whom we have entered into a five year supply agreement and a vehicle control unit with proprietary

control software all integrated into a 22-inch master control touch screen that will be used to control most functions of the boat.

On October the 28 th , 2022, the running

surface of the boat and all major components were tested successfully for several hours on the Indian River Lagoon in Fort Pierce, Florida.

While the motor and control systems have been successfully trialed previously, this was the first voyage including all major components,

production batteries, fully functioning “alpha” engine design, control system - including 22” Garmin screen, and Osmosis

telematics unit.

The performance of the boat exceeded all expectations and will provide a great baseline for improvements, iterations,

and design enhancements.

We ultimately reached over thirty miles per hour.

Subsequent to the initial prototype boat, Forza has

built four more prototypes:

two more FX-style catamarans, one deck boat and one 22-foot center console monohull.

These prototypes have

been fully built out and were run in March of 2023.

The engine design and lower units and the control system cabling have been revamped

and improved in each iteration.

The monohull will feature a single battery and the deck boat will, like the FX, utilize a two-battery

The batteries and engines are liquid-cooled and unique improvements to the heat exchanges have improved performance.

now completed its telematics unit design and has a beta app on the Apple app store.

This will allow for remote monitoring of all of the

parameters of the battery and engine for both the end user and the factory.

Additionally, Forza has improved its user interface through

the Garmin control screen to provide well-designed pages showing operating characteristics and conformance to control parameters.

Forza continues to anticipate revenues from the sale

of these fully integrated electric boats and motors to commence in late 2023.

Forza will continue to build prototype engines and boats

for the next six to nine months.

Forza has filed three design and four utility patent

applications with the U.S.

Patent and Trademark Office relating to, among other things, its propulsion system being developed and boat

To date, Forza has built-out and tested multiple Forza

units, including:

three offshore-style catamarans, two bay boat-style catamarans, one deck boat and three 22-foot center console (F22)

In addition, we have also electrified two pontoon boats for a major national pontoon manufacturer.

We are in the process of

an additional pontoon electrification project and are building an additional five monohulls.

Each build cycle includes improvements and

involves extensive duration and performance testing.

In late 2023 – early 2024, Forza’s outboard

motor underwent an extensive redesign.

This new design incorporates a new simplified frame structure that uses stacked custom castings

which are sealed for increased durability and corrosion protection.

The overall shape of the motor and cowlings have been updated, and

the cowlings redesigned to facilitate higher volume manufacturing processes such as thermoform and injection molding.

Furthermore, the

motor cooling circuits have been improved to optimize cooling flow rates to the inverter, which aims to extend time on the water in a

single charge.

The Forza team has hired an outside consulting agency that employs many experienced outboard engineers and analysists.

They have contributed input on the new design and have collaborated on the development of the design verification plan.

The engine design

and lower units and the control systems are continuously improved with each iteration.

Cooling system improvements have also been prioritized

and have yielded a myriad of benefits to runtime, speed, and range.

We continue to iterate the engine design, including value engineering

of parts and lightweighting of engine components.

Moreover, Forza’s propulsion system is currently

undergoing extensive design verification testing.

This plan consists of over 100 different tests, including safety critical operational

testing, long term 2000-hour endurance tank testing, log strike testing, wave hop simulation testing, corrosion mitigation, extreme temperature

testing and user interface / sea trial runs.

The system successfully passed the initial rounds

of safety critical operational testing, cooling testing and is tracking for a successful endurance testing using our state-of-the-art

tank station.

Later in the summer of 2024 the new motor design is

expected to be sent to a third party test lab and will undergo a series of log strike simulations, which is a critical milestone in our

verification process.

We are currently sourcing a lab that will conduct

a comprehensive wave hop simulation test which is another important step in the verification process.

Overall Strategy

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This is the first boat in a line

of boats, that will be sold under our new LFG Marine brand.

of boats, that will be sold under our new AquaSport brand.

Furthermore, our unique new product development process enables us

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Increase Our Sales in International Markets .

We believe we have a brand that will have natural growth in international markets.

Catamaran powerboats have already been accepted as

the norm in many international markets.

For example, with catamaran powerboats currently being 5% of the US market, catamaran powerboats

make up over 30%, as of 2020, of the Bahamian market.

Based on our brand and product offering, as well as out potential distribution strengths,

we believe we are well positioned to leverage our reputation and capture additional international sales.

We believe that we will increase

our international sales by promoting our products in developed markets where we have a dealer base and in international markets where

rising consumer incomes are expected to increase demand for recreational products, such as Australia, Europe, Israel, Dubai and Brazil.

We are also developing new product offerings that will specifically target certain product demand from our international consumers and

that we believe will drive further sales growth in international markets.

we have a brand that will have natural growth in international markets.

Catamaran powerboats have already been accepted as the norm in

many international markets.

For example, t he global catamaran market size was worth USD 1.35 billion in 2021

and is expected to expand at a compound annual growth rate (CAGR) of 5.8% from 2022 to 2030.

catamaran market size was worth

USD 342.5 million in 2021 and is expected to expand at a CAGR of 5.4% from 2022 to 2030.

With further expansion into global distribution

with our expanding dealer network, including Dubai, Puerto Rico, and Costa Rica we are able to increase market share.

on our brand and product offering, as well as out potential distribution strengths,

we believe we are well positioned to leverage our

reputation and capture additional international sales.

We believe that we will increase our international sales by promoting our products

in developed markets where we have a dealer base and in international markets where rising consumer incomes are expected to increase demand

for recreational products, such as Australia, Europe, Israel, Dubai and Brazil.

We are also developing new product offerings that will

specifically target certain product demand from our international consumers and that we believe will drive further sales growth in international

EV/Forza Specific Strategy

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a boat, or to accompany trade-ins, financing needs, and training or in states where there are limitations on direct sales, Forza will

also market its boats through a partnership with OneWater Marine, Inc.

(“OneWater”), one of the largest dealership networks

also market its boats through a partnership with One Water Marine, Inc.

(“One Water”), one of the largest dealership networks

in the United States.

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Once manufactured, the boat will be delivered directly to a customer’s home, marina, or wherever they choose.

The scheduling, communication, and support necessary for coordinating touchless delivery of Forza boats would all be accomplished over the website or app.

The scheduling, communication, and support necessary for coordinating touchless delivery of our Forza boats would all be accomplished over the website or app.

Forza intends to offer highly tailored and differentiated services that enable intuitive experiences throughout the entire customer lifecycle, such as warranty, repair, or other service assistance for their boats.

Forza expects this all-inclusive approach will provide higher customer satisfaction, create strong brand loyalty, and increase operational efficiency while simultaneously allowing us to capture a more significant share of the entire lifecycle value of every Forza X1 boat produced.

Forza anticipates having internal staff with the capability to provide an OTA update to resolve the issue remotely without the boat ever leaving the customer’s sight.

Forza anticipates having internal staff with the capability to provide an OTA (over the airwaves) update to resolve the issue remotely without the boat ever leaving the customer’s sight.

As part of its customer satisfaction drive, Forza plans for its staff to make mobile service calls to the boat docks.

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Forza is still in the initial stages of establishing its distribution and service plans.

It expects to commence selling to end-user customers by the end of 2023.

Forza is currently in the process of identifying the states its

will be allowed to sell direct-to-consumer.

Forza is uncertain as to when they will commence selling to end-user customers.

Forza is currently in the process of identifying the states

its will be allowed to sell direct-to-consumer.

For states that have do not allow such an arrangement, Forza intends to make sales through

OneWater Marine, Inc.’s (“One Water”) locations.

OneWater will be able to forecast how many FX1 boats they initially

require, and after production, we will have the boats transported to the dealerships.

One Water’s locations.

One Water will be able to forecast how many fully electric boats they initially require, and after production,

we will have the boats transported to the dealerships.

Similarly, Forza is in the process of identifying

potential marine service centers and technicians it would like to form strategic relationships with to ensure that it has a comprehensive

service support system in place when its FX1 boats are sold, it will utilize OneWater dealerships and service centers where they are available.

Forza will also work to establish its 500-mile radius mobile service vans and trucks before selling the first Forza X1 product so that

local customers will have that option.

The OneWater Agreement

service support system in place when its fully electric boats are sold, it will utilize One Water dealerships and service centers where

they are available.

Forza will also work to establish its 500-mile radius mobile service vans and trucks before selling the first Forza

X1 product so that local customers will have that option.

The One Water Agreement

Additionally, to support

those looking for a more traditional way of purchasing a boat, or to accompany trade-ins, financing needs, and training, we will also

market our boats through a partnership with OneWater, one of the largest dealership networks in the United States.

market our boats through a partnership with One Water, one of the largest dealership networks in the United States.

We believe our approach

will enable us to provide the best of both worlds to prospective customers and support our mission to electrify recreational boating.

On August 17, 2022, we entered into a five-year agreement with OneWater to establish our customer experience and service centers in OneWater’s

current and future locations and other strategic locations across the United States pursuant to which OneWater will be the sole dealer

distributing our products and OneWater’s retail locations may be used as potential delivery points for customers to pick up our

On August 17, 2022, we entered into a five-year agreement with One Water to establish our customer experience and service centers in One

Water’s current and future locations and other strategic locations across the United States pursuant to which One Water will be

the sole dealer distributing our products and One Water’s retail locations may be used as potential delivery points for customers

to pick up our products.

We retained the right to sell our products directly to customers.

The agreement

may be terminated by either party for breach upon thirty days’ notice and without cause upon three months’ notice.

agreement may be terminated by either party for breach upon thirty days’ notice and without cause upon three months’ notice.

Forza’s Future Service Network

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Forza has selected a web design firm for the development of its website and app.

is to have the app completed by the second quarter of 2024.

Forza’s customers would be able to report through its app or interact

directly with its service support team to schedule an appointment with a Forza X1 mobile service van, perform remote diagnostics or help

arrange appointments with partnered boat repair technicians, marinas, and service centers with whom Forza has strategic relationships,

arrange for service or repair work, or even schedule the boat’s transportation back to the Forza X1 factory if needed.

customers would be able to report through its app or interact directly with its service support team to schedule an appointment with a

Forza X1 mobile service van, perform remote diagnostics or help arrange appointments with partnered boat repair technicians, marinas,

and service centers with whom Forza has strategic relationships, arrange for service or repair work, or even schedule the boat’s

transportation back to the Forza X1 factory if needed.

Forza believes that Forza X1 mobile service vans and

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If over-the-air updates to

software or hardware are insufficient to solve the problems and FX1 customer experience and service center or mobile service van are not

within range of the customer, its support and service department will provide assistance.

software or hardware are insufficient to solve the problems and customer experience and service center or mobile service van are not within

range of the customer, its support and service department will provide assistance.

In the case of a covered warrantable issue, Forza’s

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Forza is in the process of identifying potential marinas, service centers, and technicians we would like to form strategic

relationships with to ensure that it has a comprehensive service support system in place when our FX1 boats are sold.

Although Forza is

planning to eventually internalize most aspects of boat warranty and service through our mobile service vans and trucks over time, initially,

Forza plans to operate them within 500 miles of the Forza factory and partner with third parties elsewhere to enable nationwide coverage

for its customers’ boat service and warranty repair needs.

relationships with to ensure that it has a comprehensive service support system in place when our fully electric boats are sold.

Forza is planning to eventually internalize most aspects of boat warranty and service through our mobile service vans and trucks over

time, initially, Forza plans to operate them within 500 miles of the Forza factory and partner with third parties elsewhere to enable

nationwide coverage for its customers’ boat service and warranty repair needs.

Forza’s plans for its electric boats include

the following strategies:

Successfully Launch the FX1 .

Successfully Launch the fully electric sport boat .

Forza believes the successful launch of its first commercially available electric boat is critical to its ability to capitalize on the marine electric vehicle market opportunity and establish itself as leaders in the industry.

Forza completed the initial prototype in 2022 and plans to commence commercial scale production in late 2023.

Forza completed the initial prototype in 2022 and continues developing and testing.

Invest in Infrastructure .

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The initial phase of our new factory will be 50,000 square feet, that will have a capacity of 500 units annually.

The site has been cleared and the rough grading is approximately 80% complete.

To date, grading has been completed, and we have completed pouring the 60,000 square foot pad.

All of the structural steel and rebar has been delivered, and erection of the building began on March 18, 2024.

The building will be capable of producing 500 boats annually, or more, and will serve as the technology and fabrication center for Forza.

Use a Common Platform to Introduce New Models .

Forza intends to design the FX1 with an adaptable platform architecture and common electric powertrain to provide the flexibility to use the FX1 platform to launch subsequent electric boat models cost-efficiently.

Forza intends to design the fully electric sport boat with an adaptable platform architecture and common electric powertrain to provide the flexibility to use the platform to launch subsequent electric boat models cost-efficiently.

Focus on Technological Advancements and Cost Improvement .

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Forza envisions significant inroads with boat manufacturers to retrofit various hull configurations, replacing traditional gas outboard motors and existing boat owners who could retrofit their boats with Forza’s outboard motors, controller, and battery packs.

Forza FX1 Future Factory

Forza is currently designing a state-of-the-art manufacturing

Forza X1 Future Factory

Forza is currently building a state-of-the-art manufacturing

plant to incorporate the latest in closed-molded composite boat building technologies and electric engine assembly processes., On July

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and fixtures, infrastructure and machinery and equipment by the end of 2025 and us creating as many as 170 jobs.

We have selected our

Forza has selected its

new site in McDowell County, North Carolina to build the Forza X1 factory.

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Before the completion of new factory construction,

all fabrication for Forza X1 boats will be performed onsite at Twin Vee’s facility or, if available additional manufacturing

space will be leased.

all fabrication for Forza’s boats will be performed onsite at Twin Vee’s facility.

Our Strengths and Competitive Advantages

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We believe the Twin

Vee brand is well-known among boating enthusiasts for performance, quality, and value, and that the market recognizes Twin Vee as a brand

in the twin hull sport boat category due to the value proposition that our boats deliver.

Vee and AquaSport brands are well-known among boating enthusiasts for performance, quality, and value, and that the market recognizes

both Twin Vee and AquaSport as brands that deliver a proposition.

Diverse Product Offering .

are able to attract consumers across multiple categories within the recreational powerboat industry.

We currently have fourteen (14) different

catamaran models in production that range from 24-feet to 40-feet long offered at retail prices that start at approximately $65,000 and

go up to $900,000.

We will further diversify our offerings in 2023, with our all new monohull line, which will be sold under LFG Marine.

We currently have nineteen (19) different

models in production that range from 22-feet monohull to our newly designed 40-foot offshore 400GFX, offered at retail prices that start

at approximately $55,000 and go up to $900,000.

We will further diversify our offerings in 2024, with new models to our monohull line.

Focus on Innovative Product Offerings.

are currently designing numerous new boat models to meet market demand and grow our business, and our current focus is on bring a full

line of monohull boats to the market under the LFG Marine brand.

In addition, Forza expects to bring multiple models of its fully electric

boat to market in late 2023.

line of monohull boats to the market under the AquaSport brand.

Twin Vee has also made

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controlling costs through disciplined engineering and manufacturing processes.

According to the National Marine Manufacturer’s

Association, or NMMA, more than 218,868 new powerboats were sold in 2021, levels the recreational boating industry has not seen since

before the Great Recession in 2008.

Our core market corresponds most directly to the outboard, twin hull, catamaran, monohull and open

fisherman category, which we refer to as the sport powerboats category.

We believe our addressable market also includes similar and adjacent

powerboat categories identified by the NMMA, including center console boats, outboard boats, and all open sport fishing boats.

off a record year of extraordinary demand in 2021 led to the second highest ranked year in nearly two decades for recreational marine

expenditures at $56.7 billion.

New powerboat retail unit sales normalized in 2022, down an estimated 15-18 percent, to pre-pandemic growth

years (2015-2019) with an estimated 250,000 new units sold, 25 percent above previous averages (2008-2014).

Looking ahead to 2023, early

indications point to continued healthy demand with new retail unit sales expected to remain on par with 2022.

According to SSI data (Statistical Surveys Incorporated),

270,809 new watercrafts were sold in the U.S.

in 2023 a decline of -14.52% across the entire industry compared to 2022.

Our core market

corresponds most directly with the saltwater outboard market defined by SSI and is further categorized by the power catamaran segment.

The saltwater outboard market is experiencing a decline of -18.71% compared to 2022 with a total of 25, 377 new units sold in the U.S.

With the current decline in the market, further normalizing post Covid.

Comparatively, Twin Vee has experienced an increase of 4% percent

for 2023 sales compared to 2022.

Looking ahead to 2024, Twin Vee has expanded is market offering to include monohulls with the acquisition

of the 60+ year old AquaSport Boats brand as of June 1st, 2023 and will further expand its model lineup with new and exciting models across

Outboard Motor Market

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According to the NMMA, sales of outboard engines in

the United States (which includes outboard motors) were $3.31 billion, or 307,800 units in 2021.

Consumer demand for higher-performance

engines hit an all-time high in 2020, the market did see a decline of 6.6%.

Despite the drop from 2020, unit sales in 2021 were the second

highest total in the last 14 years, and 29 percent above average retain unit sales from 2008-2021.

the United States (which includes outboard motors) were $3.6 billion in 2022.

Consumer demand for higher-performance engines hit an all-time

high in 2020.

The market did see a decline of 6% in 2022, over 2021.

Although many recreational boats can be powered by

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that would impact beaches, swimming and the reduction of BOD (biochemical oxygen demand) and DCO (direct chemical oxidation) of ambient

Specifically, hydrocarbons, similar to the dirt that clings to the walls of a bathtub, contaminate the shores and banks of lakes,

Specifically, hydrocarbons,

similar to the dirt that clings to the walls of a bathtub, contaminate the shores and banks of lakes,

rivers and bodies of water, where the development of many living organisms takes place.

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result in significant growth in the market for electric boats, especially as the demand for recreational powerboats, in general, remains

We estimate many consumers are increasingly willing to consider buying electric-powered boats due to the environmental and economic

We estimate consumers are increasingly willing to consider buying electric-powered boats due to the environmental and economic

consequences of using gasoline-powered vehicles, as demonstrated by the increased sales of hybrid and electric automobiles in recent years.

In its Electric Vehicle Outlook 2021, Bloomberg NEF estimated that there are currently 12 million passenger electric vehicles on the road.

In its Electric Vehicle Outlook 2023, Bloomberg NEF expects North America passenger electric vehicle sales to total 1.6 million in 2023,

with 1.4 million of those located in the United States, up 47% compared to 2022.

In 2024, they expect the market to be up 32%, to a total

of 1.9 million units in the United States.

The prevalence of electric-powered boats is likely to follow suit.

In an August 2020 Boating Industry online article, the marine-focused

magazine indicated that electric boat drives represented about 2% of the market, but hybrid and pure electric boats sales were expected

to rise rapidly in the coming years.

Specifically, the article cites a report from independent market research company IDTechEx where

it examined the electric boat and ship sector.

The report estimates that the market for hybrid and pure electric boats and ships would

be greater than $20 billion worldwide by 2027, finding that recreational boats is the largest and fastest growing electric marine market

in sales number.

Our initiative into sustainable marine technologies and products is well-timed.

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According to Bloomberg NEF’s report, it found that the volume-weighted average price of a lithium-ion battery

pack fell 13% from 2019 to $137/kWh (kilowatt-hour) in 2020.

The report estimates the volume-weighted average cost of battery packs will

drop below $100/kW in 2024.

The Company is establishing itself in the market at the right time to help keep production costs as low as

possible and make our boats affordable for our customers.

pack fell 14% in 2023.

to $139/kWh (kilowatt-hour).

The Company is establishing itself in the market at the right time to help keep production

costs as low as possible and make our boats affordable for our customers.

Forza believes its solid foundation in boat building,

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and technologies cost-effectively .

By operating its sales and service network, its believes it can

By operating its sales and service network, it believes it can

offer a compelling and premium customer-centric experience while achieving operating efficiencies and capturing

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Extended Run Times and Recharging Flexibility .

Forza is designing its FX1 to offer an intermediate-range option and an option that would increase the battery pack capacity for extended run times.

Forza is designing its fully electric sport boat to offer an intermediate-range option and an option that would increase the battery pack capacity for extended run times.

Charging stations specifically designed for electric boats will eventually be an option for customers as well.

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Energy Efficiency and Cost of Ownership .

Forza believes its FX1 will offer consumers an attractive cost of ownership compared to similar outboard powerboats.

By using a single powertrain and customizing the systems within the electric powertrain and the rest of the boat, itsr boats are more energy-efficient, and therefore less expensive to operate and maintain.

Forza believes its fully electric sport boat will offer consumers an attractive cost of ownership compared to similar outboard powerboats.

By using a single powertrain and customizing the systems within the electric powertrain and the rest of the boat, its boats are more energy-efficient, and therefore less expensive to operate and maintain.

Environmental sustainability .

Large gas-powered engines often leak and produce carbon emissions, both of which are generally harmful to fragile marine ecosystems.

Large gas-powered engines often leak and produce carbon emissions, both of which are generally harmful to fragil marine ecosystems.

By offering a fully electric boat to its customers and an alternative to traditional propulsion systems, Forza e can foster a more environmentally sustainable boat brand.

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So often, powerboats create large amounts of noise, disturbing wildlife and making it difficult for fellow passengers to hear one another while underway.

FX1’s electric powertrain will produce little to no sound, making it easier to enjoy the sounds of nature, family, and friends.

Forza’s electric powertrain will produce little to no sound, making it easier to enjoy the sounds of nature, family, and friends.

Forza’s products will also help tremendously with fishing and other sporting and water-based activities that favor less noise.

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and Central America (Panama City, Panama).

We have dealerships in Cape Canaveral, Crystal River, Destin, Fort Myers, Islamorada, Jenson,

Miami, Naples, Orange Beach, Palm Bay, Palm Harbor, Palmetto, Pensacola and Pompano Beach Florida.

We also have dealerships in Gulf Shores,

Alabama, Selbyville, Delaware, Vermillion, Ohio, Cataumet, Massachusetts, Harrison Township, Michigan, Point Pleasant Beach New Jersey,

Hampton Bays, New York, Cedar Point and Goldsboro, North Carolina, San Juan, Puerto Rico, Charleston and Myrtle Beach, South Carolina

and Freeport, Texas.

We are always seeking to recruit and establish new dealers and distributors domestically and are striving to develop

international distribution.

We are always seeking to recruit and establish new dealers and distributors domestically and

are striving to develop international distribution.

We establish performance criteria that our dealers

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one individual dealer had sales of over 10% of our total sales, that dealer represented 10% of total sales.

We made significant

changes to our dealer network in 2022, partnering with One Water and their extensive dealer network, as well as taking on six new dealers

in the northeast.

We consistently review our distribution network to

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floor plan financing programs with third-party floor plan financing providers.

During the year ended December 31, 2022, all of our North

American shipments were made pursuant to floor plan financing programs through which our dealers participate.

These programs allow dealers

across our brands to establish lines of credit with third-party lenders to purchase inventory.

Under these programs, a dealer draws on

the floor plan facility upon the purchase of our boats and the lender pays the invoice price of the boats.

As is typical in our industry,

we have entered into repurchase agreements with certain floor plan financing providers to our dealers.

Under the terms of these arrangements,

in the event a lender repossesses a boat from a dealer that has defaulted on its floor financing arrangement and is able to deliver the

repossessed boat to us, we are obligated to repurchase the boat from the lender.

Our obligation to repurchase such repossessed products

for the unpaid balance of our original invoice price for the boat is subject to reduction or limitation based on the age and condition

of the boat at the time of repurchase, and in certain cases by an aggregate cap on repurchase obligations associated with a particular

floor financing program.

During the year ended December 31, 2023, a majority of

our North American shipments were made pursuant to floor plan financing programs through which our dealers participate.

These programs

allow dealers across our brands to establish lines of credit with third-party lenders to purchase inventory.

Under these programs, a dealer

draws on the floor plan facility upon the purchase of our boats and the lender pays the invoice price of the boats.

As is typical in our

industry, we have entered into repurchase agreements with certain floor plan financing providers to our dealers.

Under the terms of these

arrangements, in the event a lender repossesses a boat from a dealer that has defaulted on its floor financing arrangement and is able

to deliver the repossessed boat to us, we are obligated to repurchase the boat from the lender.

Our obligation to repurchase such repossessed

products for the unpaid balance of our original invoice price for the boat is subject to reduction or limitation based on the age and

condition of the boat at the time of repurchase, and in certain cases by an aggregate cap on repurchase obligations associated with a

particular floor financing program.

Our exposure under repurchase agreements with third-party

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contracts with preferred suppliers, but instead rely on informal arrangements and off-the-shelf purchases.

Other than the 150-horsepower

motors we obtain from Suzuki Motor of America, Inc., which historically have been used in approximately 15% of our boats, we have not

experienced any material shortages in any of our product parts, or components.

However, as a result of the COVID-19 pandemic some of our

third-party suppliers have experienced delays in delivering our product parts and components in a timely manner and fluctuations in price

for these supplies is a possibility if raw material pricing increases.

Temporary shortages, when they do occur, usually involve manufacturers

of these products adjusting model mix, introducing new product lines, or limiting production in response to an industry-wide reduction

in boat demand or, as recently experienced during the COVID-19 pandemic, in finding persons able to deliver the parts and components in

a timely manner.

In addition, we have experienced price increases from suppliers resulting from these supply chain shortages.

Semiconductor chips are a vital input component to

the electrical architecture of Forza’s electric boats, controlling wide aspects of the boats’ operations.

Many of the key

semiconductor chips Forza intends to use in its boats come from limited or single sources of supply, and therefore a disruption with any

one manufacturer or supplier in its supply chain would have an adverse effect on Forza’s ability to effectively manufacture and

timely deliver its boats.

Forza does not have any long-term supply contracts with any suppliers and purchase chips on a purchase order

Due to its reliance on these semiconductor chips, Forza is subject to the risk of shortages and long lead times in their supply.

Forza is in the process of identifying alternative manufacturers for semiconductor chips.

In the past there have been experienced, and

may in the future be, semiconductor chip shortages, and the availability and cost of these components would be difficult to predict.

example, Forza’s manufacturers may experience temporary or permanent disruptions in their manufacturing operations due to equipment

breakdowns, labor strikes or shortages, natural disasters, component or material shortages, cost increases, acquisitions, insolvency,

changes in legal or regulatory requirements, or other similar problems.

Increased demand for semiconductor chips in 2020,

due in part to the COVID-19 pandemic and increased demand for consumer electronics that use these chips, has resulted in a severe global

shortage of chips in 2021 and 2022.

As a result, our ability to source semiconductor chips to be used in our boats has been adversely

This shortage may result in increased chip delivery lead times, delays in the production of our boats, and increased costs to

source available semiconductor chips.

To the extent this semiconductor chip shortage continues, and we are unable to mitigate the effects

of this shortage, our ability to deliver sufficient quantities of our boats to fulfill our preorders and to support our growth through

sales to new dealers would be adversely affected.

We only have one remaining supplier that is affected by the shortage.

While we and Forza believe that our and its relationships

with our and its current suppliers are sufficient to provide the materials necessary to meet present production demand, neither we nor

Forza can assure anyone that these relationships will continue or that the quantity or quality of the materials available from these suppliers

will be sufficient to meet our or its future needs.

We and Forza expect that our and its need for raw materials and supplies will increase.

Our and its suppliers must be prepared to ramp up operations and, in many cases, hire additional workers and/or expand capacity in order

to fulfill those orders placed by us or Forza and other customers.

Operational and financial difficulties that our or Forza’s suppliers

may face in the future could adversely affect their ability to supply us or Forza with the parts and components we need, which could significantly

disrupt our or Forza’s operations.

We purchase motors from three

different manufactures, we have not experienced any material shortages in any of our product parts, or components.

Temporary shortages,

when they do occur, usually involve manufacturers of these products adjusting model mix, introducing new product lines, or limiting production

in response to an industry-wide reduction in boat demand.

A few customers have in the past, and may in the future,

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have any patent applications pending related to our gas-powered boats.

As development of Forza’s electric powered boats continues, Forza is

applying for patents.

Forza has filed applications for three design and four utility patents with the U.S.

Patent and Trademark Office

relating to, among other things, its propulsion system being developed and boat design.

Below is a list of pending patent applications

that Forza is seeking approval from the United States Patent and Trademark Office.

There can be no assurance that any patent will be issued

or if issued that the patent will protect our intellectual property.

As a result, neither we nor Forza may be able to protect our or its

intellectual property and trade secrets or prevent others from independently developing substantially equivalent proprietary information

and techniques or from otherwise gaining access to our or its intellectual property or trade secrets.

In such an instance, we or our competitors

could produce products that are nearly identical to ours or Forza’s resulting in us selling less products or generating less revenue

from our or Forza’s sales.

The following table sets forth certain information

regarding Forza’s current patent applications:

Forza X1 Intellectual Property

We are working to create a portfolio of proprietary

designs and technology that we expect to serve as the foundation of our product development.

To date, we have three design and four utility

patent applications on file with the United States Patent and Trademark Office.

Certain patent applications were originally filed by,

and in the name of, the individual who was the inventor of the technology and since have been assigned to us.

Below is a list of pending

patent applications that we are seeking approval for from the United States Patent and Trademark Office.

We cannot be certain that the

patent applications that we file will issue, or that our issued patents will afford protection against competitors with similar technology.

See “Intellectual Property Risks.”

IDEA / CONCEPT NAME

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FILING DATE 03/18/21

Received Notice of Patent Granted January 2024

Original Outboard Cover Design

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FILING DATE 12/10/21

Received Notice of Patent Granted January 2024

Unibody Frame

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FILING DATE 12/10/21

Received Notice of Patent Granted January 2024

Outboard cover design — ALPHA 01 version

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FILING DATE 12/14/21

Received Notice of Patent Granted January 2024

Trim and Tilt with cable routing thru pivot axis

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FILING DATE 1/06/22

cooling circuit with cartridge style inserts in the lower unit

Similar to the above but a more refined methodology of using a set of unique 3D metal printed heat exchanger cartridges

Full Non-provisional Patent

App # 18/404,991

FILING DATE 1/05/24

Outboard Motor Cowling Latch Assembly

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Double Motor Stack for an outboard powerhead arrangement

Cascadia and other EV motor vendors offer a configuration where the DC motor can be stacked on top of another motor to double the power output of the vehicle.

Packing this into an outboard motor design might be a first for the industry and will be worth patenting if possible.

Cascadia and other EV motor vendors offer a configuration where the

DC motor can be stacked on top of another motor to double the power output of the vehicle.

Packing this into an outboard motor design

might be a first for the industry and will be worth patenting if possible.

Utility Patent

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and property risks, to protect against certain risks of loss consistent with the exposures associated with the nature and scope of our

Our policies are generally based on our safety record as well as market trends in the insurance industry and are subject to

Our policies are generally based on our safety record as well as

market trends in the insurance industry and are subject to

certain deductibles, limits and policy terms and conditions.

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fiberglass lids, plastic lids, electrical panels, bilge pumps, aerator pumps or other electrical devices (excluding stereos, depth finders,

radar, chart plotters except for installation if installed by Twin Vee PowerCats Co.), steering systems, electrical panels, and pumps

are covered under a one-year basic limited systems warranty.

Some materials, components or parts of the boat that are not covered by our

limited product warranties are separately warranted by their manufacturers or suppliers.

These other warranties include warranties covering

engines purchased from suppliers and other components.

radar, chart plotters except for installation if installed by Twin Vee), steering systems, electrical panels, and pumps are covered under

a one-year basic limited systems warranty.

Some materials, components or parts of the boat that are not covered by our limited product

warranties are separately warranted by their manufacturers or suppliers.

These other warranties include warranties covering engines purchased

from suppliers and other components.

Environmental, Safety

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Employees/Human Capital

We currently, employ approximately,170 employees, 154 employees in our gas-powered

boat segment, all of whom are full time employees, and Forza has 16 full time employees working on electric-powered boats.

employees are represented by a labor union and, since our founding in 1982, we have never experienced a labor-related work stoppage.

We currently employ approximately

90 employees in our gas-powered boat segment, all of whom are full time employees.

Forza has 9 full time employees working on electric-powered

None of our employees are represented by a labor union.

Competitive Pay and Benefits

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we align our executives’ long-term equity compensation with our shareholders’ interests by linking realizable pay with stock performance;

all employees are eligible for health insurance, paid and unpaid leaves, a retirement plan and life and disability/accident erage.

all employees are eligible for health insurance, paid and unpaid leaves, a retirement plan and life and disability/accident coverage.

Health and Safety

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initiating regular communication regarding impacts of the COVID-19 pandemic, including health and safety protocols and procedures.

Impact of the COVID-19 Pandemic on Our Operations

The COVID-19 pandemic outbreak has offered challenges

for all commercial enterprises.

We have adapted to these unprecedented times and believe we have successfully navigated the issues presented

to our business by the global pandemic.

Although sales decreased at the beginning of the summer of 2020, and we had reduced staffing,

we have operated with a full-time staff since the middle of the summer of 2020.

The demand for our boats remained robust.

Corporate Information

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business