What changed in this filing

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Item 1. Business

2025-03-20 compared with 2024-03-27 · 285 added, 610 removed, 275 unchanged (76% of the section changed)

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(“Twin Vee” “we”,

“us” or the “Company”) is a designer, manufacturer and marketer of recreational and commercial power catamaran

We believe our company, founded in 1996, has been an innovator in the recreational and commercial power catamaran industry.

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.

Twin Vee’s home base operations in Fort Pierce, Florida is a

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

We currently employ approximately 80 people.

We have organized our business into three operating

(i) our gas-powered boat segment, which manufactures and distributes gas-powered boats;

(ii) our electric-powered boat segment,

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

through our wholly owned subsidiary, Fix My Boat, Inc., a Delaware corporation.

Initially Forza was also our wholly owned subsidiary that

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.

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

for a wide range of recreational activities including fishing, diving and water skiing and commercial activities including transportation,

eco tours, fishing and diving expeditions.

We believe that the performance, quality and value of our boats position us to achieve our

goal of increasing our market share and expanding the power catamaran boating market.

We currently primarily sell our boats through a

current network of 20 independent boat dealers in 34 locations across North America and the Caribbean who resell our boats to the end

user Twin Vee customers.

We continue recruiting efforts for high quality boat dealers and seek to establish new dealers and distributors

domestically and internationally to distribute our boats as we grow our production and introduce new models.

Our gas-powered boats are

currently outfitted with gas-powered outboard combustion engines.

Due to the growing demand for sustainable, environmentally

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,

http://www.twinvee.com/.

Information on our website is not incorporated by reference into this Annual Report and you should not consider

any information that is contained on or can be accessed through our website as part of this Annual Report.

We are subject to the reporting

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 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

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

“us” or the “Company”) is a designer, manufacturer and marketer of recreational and commercial power boats.

believe our company, founded in 1996, has been an innovator in the recreational and commercial power catamaran industry.

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.

Twin Vee’s home base operations in Fort Pierce, Florida is a 7.5-acre facility

with several buildings totaling approximately 100,000 square feet, including a nearly complete 30,000 square foot expansion which began

We currently employ approximately 65 people.

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.

Twin Vee products are marketed under two brands:

Vee for our catamarans, or dual hull vessels, and Aquasport for our “V”-hull boats.

Consumers can use our boats for a wide

range of recreational activities including fishing, diving and water skiing and commercial activities including transportation, eco tours,

fishing and diving expeditions.

We believe that the performance, quality and value of our boats position us to achieve our goal of increasing

our market share and expanding the power-boat market.

We currently primarily sell our boats through a network of 22 independent boat dealers

across North America, the Caribbean and Central America who resell our boats to the end user Twin Vee customers.

We continue efforts to

recruit high quality boat dealers to join our network and seek to establish new dealers and distributors domestically and internationally

to distribute our boats as we grow our production and introduce new models.

Our boats are currently outfitted with gas-powered outboard

combustion engines.

During 2024, Forza X1, Inc., our minority owned electric boat subsidiary determined to cease production of electric

boats and on November 26, 2024, Forza Xi, Inc.(“Forza”), was merged into Twin Vee Merger Sub, Inc., a wholly-owned subsidiary

of Twin Vee (“Merger Sub”) and became a wholly owned subsidiary.

Revenue from the sale of our boats accounted for 100%

of our net revenue in fiscal years 2024 and 2023.

In 2024, our boats were manufactured in Fort Pierce, Florida.

We believe our company

has been an innovator in the recreational and commercial power boat industry.

We currently have 15 models in production ranging in size

from our 22-foot, single engine, monohull (Aquasport) to our 40-foot offshore 400 GFX.

In 2023 we added eight mono hull models to our

During the 2023 and 2024 fiscal years, we focused

our efforts on increased throughput through our facility, and fully integrating the new models from our Aquasport brand that we acquired

In February 2023, we announced our launch of our new AquaSport brand, a new-monohull boat brand that included 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, 2022, one individual dealer had sales of over 10% of our total sales, and one customer represented

In May of 2023, we entered into a finance lease, securing the rights to the

AquaSport brand and facility in White Bluff, Tennessee.

The AquaSport brand appeals to first-time boat buyers, the freshwater market,

and consumers that prefer a monohull boat[, all of which represent markets in which we are expanding our footprint and dealer representation.

During the year ended December 31, 2024, three individual dealer

each represented over 10% of our total sales and in the aggregate represented 40% of total

During the year ended December 31, 2023, one individual dealer represented over 10% of our total sales, and one customer represented

10.3% of total sales.

Twin Vee’s Twin-Hull Shape

On November 26, 2024 (the “Closing

Date”), pursuant to the terms of the Agreement and Plan of Merger, dated as of August 12, 2024 (the “Merger Agreement”),

by and between Twin Vee, Twin Vee Merger Sub, Inc.

and Forza, Merger Sub was merged with and into Forza (the “Merger”), with

Forza surviving the Merger as a wholly-owned subsidiary of Twin Vee.

At the effective time of the Merger, (a) each outstanding share of

common stock of Forza , par value $0.001 per share of Forza (the “Forza Common Stock”) (other than any shares held by Twin

Vee) was converted into the right to receive 0.611666275 shares of Twin Vee common stock, par value $0.001 per share (the “Twin

Vee Common Stock”), (b) each outstanding Forza stock option, whether vested or unvested, that had not previously been exercised

prior to such time was converted into an option to purchase 0.611666275 shares of Twin Vee Common Stock for each share of Forza Common

Stock covered by such option, (c) each outstanding warrant to purchase shares of Forza Common Stock was assumed by Twin Vee and converted

into a warrant to purchase 0.611666275 shares of Twin Vee Common Stock for each share of Forza Common Stock for which such warrant was

exercisable for prior to the Effective Time, and (d) the 7,000,000 shares of Forza Common Stock held by Twin Vee were cancelled.

The issuance of shares of Twin Vee

Common Stock to the former shareholders of Forza was registered under the Securities Act of 1933, as amended, pursuant to a registration

statement on Form S-4 (File No.

333-281788), as amended, filed by Twin Vee with the Securities and Exchange Commission (the “SEC”)

and declared effective on October 10, 2024 (the “Registration Statement”).

At the effective time of the Merger,

in accordance with the terms of the Merger Agreement, the size of Twin Vee’s board of directors (the “Board”) was set

at five, Joseph Visconti, Preston Yarborough, Neil Ross and Kevin Schuyler remained as directors of Twin Vee and Marcia Kull was appointed

as a director of Twin Vee.

Effective as of the effective time of the Merger, Bard Rockenbach and James Melvin resigned as directors of

Twin Vee and any committees thereof

Agreement with Revver Digital, LLC

On February 4, 2025, we entered into an agreement

(the “Sale Agreement”), effective February 4, 2025 (the “Effective Date”), with Revver Digital, LLC, a Delaware

limited liability company and wholly owned subsidiary of One Water Marine Inc.

(“OWM”), providing us with the right to acquire

certain intellectual property of OWM (the “OWN Intellectual Property”) related to (a) the online marketplace, advertisement,

marketing, and sale services of yachts, boats, and yacht and boat accessories and (b) arranging of loans, insurance, and warranty services

related to yachts and boats under the brands “Yachts for Sale” and “Boats for Sale” through the websites available

at the domains (the “Domains”) “yachtsforsale.com” and “boatsforsale.com” (the “Business”).

Pending the closing of the sale to us of the OWN Intellectual Property, the Sale Agreement grants us a license to use and sublicense the

OWN Intellectual Property to conduct the Business in consideration of:

(a) the payment to OWM of a monthly revenue-sharing royalty (the

“Revenue-Sharing Royalty”) of six percent (6%) of the Aggregate Subscription Revenue (as defined) of the Business;

a credit to OWM of $500 per OWM dealer who lists boats or yachts on the Domains during such period (the “Dealer Storefront Credit”).

On the date of the closing (the “Closing”) of the sale to us of the OWN Intellectual Property, the Sale Agreement provides

that in consideration of the transfer of, and as a purchase price (the “Purchase Price”) for, the OWM Intellectual Property,

we will assume certain liabilities of OWM related to the Business and pay to OWM $5,000,000 (the “Minimum Purchase Price”),

less the aggregate amount of all Revenue-Sharing Royalties paid to OWM through such date and the aggregate amount of all Dealer Storefront

Credits accrued for the benefit of OWM through such date (the “Remaining Purchase Price”).

Twin-Hull Shape

Twin Vee catamaran boats are designed for a dry and

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at a non-linear rate as more and more air is induced into the increasingly faster flowing vortexes.

The trailing surfaces the Twin Vee

hulls are specifically designed to facilitate propulsion efficiency by discharging the kinetic energy and air bubbles from the counter-flowing

The trailing surfaces of the Twin

Vee hulls are specifically designed to facilitate propulsion efficiency by discharging the kinetic energy and air bubbles from the counter-flowing

vortexes upon exiting astern, thus providing the propellers with a steady flow of super clean and highly ordered water.

This fact, combined with a catamaran’s soft

ride, results in Twin Vee’s renowned efficiency and smooth, seaworthy safety.

At speed, the Twin Vee’s displacement hull slices

through the water, traveling with the shape of the seas rather than flying over them and experiencing reentry shock.

This results in a

stable and smooth ride.

We believe that these features, combined with a catamaran’s

soft ride, results in Twin Vee’s renowned efficiency and smooth, seaworthy safety.

At speed, the Twin Vee’s displacement hull

slices through the water, traveling with the shape of the seas rather than flying over them and experiencing reentry shock.

This is intended

to result in a stable and smooth ride.

The following are some benefits of the catamaran, or Twin Vee’s, hull shape.

Power Catamaran Hull Benefits

Power Catamaran

Hull Benefits

Catamaran stability.

Catamarans have parallel hulls on the outer edges of the boat rather than in the middle, providing superior stability.

Twin Vee hulls travel with the wave shapes because the buoyancy is to the outside, resisting the snap roll pendulum motion of deep vee monohulls.

A Twin Vee wider footprint negates the effects of rolling seas, making them less likely to capsize and reduce seasickness.

A Twin Vee hull is designed to travel with the wave shapes because its buoyancy is to the outside, reducing the snap roll pendulum motion of deep vee monohulls.

A Twin Vee’s wider footprint mitigates the effects of rolling seas, making them less likely to capsize and reducing seasickness.

Shallow draft for travelling in “skinny” waters .

The weight of the boat is distributed to two hulls for a shallower draft.

The weight of the boat is distributed to two hulls for a shallower draft than a monohull vessel of the same weight might have.

The shallow draft of the Twin Vee design provides access to areas that conventional hulls cannot reach.

With a Twin Vee, you can enjoy the beach and not have to wade in the water to get there.

More usable deck space .

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Twin Vee boats are wider in the bows providing more open-area in open models and bigger berths in cabins.

Lounge in the front of a Twin Vee dual console and then jump into a similar-sized monohull.

Single engine get home capability .

Twin Vee catamaran hulls do not need planning speed power to travel rapidly on a single engine.

Minimum bow rise for greater visibility, a Twin Vee deck is parallel to the water at all speeds allowing you to maintain your line of sight and giving you greater fuel efficiency.

Maintains a plane at lower speed for fuel efficiency, enabling single engine operation .

Twin Vee catamaran hulls do not need planing speed power to travel rapidly.

Further, a Twin Vee’s deck remains closer to being parallel with the water than a monohull vessel would at the same speed, allowing customers to take advantage of the greater fuel efficiency that lower speeds allow without compromising visibility as much as they might in a monohull vessel.

Docking and maneuverability .

With the extra separation between the motors, over most mono hull boats, you can cross-clutch the motors and turn or spin the boat up to its own length.

Maintains a plane at lower speed for fuel efficiency .

The catamaran hull can maintain a plane at lower speeds and catamaran boats create less drag in turn offering better fuel efficiency and a more economical boat to maintain.

Fish one side of a Twin Vee .

Enjoy fishing

without the extreme listing of a monohull.

Twin Vee’s Monohull

With the extra separation between the motors compared to most mono hull boats, you can cross-clutch the motors and turn or spin the boat up to its own length.

Greater stability provides more options for fishing .

Monohull vessels can list significantly when weight on the boat is not balanced.

The stability of Twin Vee’s catamaran design allows fishing from one side without the extreme listing of a 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

to utilize a franchise model for marine mechanics across the country through our wholly owned subsidiary, Fix My Boat, Inc.

Electric-Powered Boats

The mission of Forza is to inspire the adoption of

sustainable recreational boating by producing stylish electric sport boats.

Forza is focused on the creation, implementation and sale

of electric boats utilizing our electric vehicle (“EV”) technology to control and power its boats and proprietary outboard

electric motor.

Forza’s electric boats are being designed as fully integrated electric boats including the hull, outboard motor

and control system.

We believe traditional marine manufacturers are at

a crossroads and face significant industry-wide challenges.

Much like in the automotive industry, the reliance on the gasoline-powered

internal combustion engine as the principal marine powertrain technology has raised environmental concerns, created dependence among industrialized

and developing nations on oil-primarily imported from foreign countries, exposed consumers to volatile fuel prices, and inhibited innovation

in alternative fuel powertrain technologies.

Forza was initially our wholly owned subsidiary and

prior to Forza’s incorporation on October 15, 2021, it operated as the Electra Power Sports™ Division of Twin Vee.

our initial public offering that closed on July 23, 2021, we determined in October 2021 that for several reasons that include, but are

not limited to, avoiding confusion in the marketplace between our legacy gas-powered line of boats, that the company would market its

new independent line of electric boats under a new brand name (and new subsidiary) separate and apart from us.

Twin Vee and Forza X1 brands

are unique in their own way, including (i) the profile of the targeted Forza X1 customer who is environmentally conscious and would purchase

an electric boat versus gas-powered model, (ii) the marketing and sales strategy of each company, and (iii) Twin Vee’s use of a

third-party dealer network whereas Forza X1 plans on implementing a digital direct to consumer model.

In addition, electric powered boats

will require a specific and unique level of training and knowledge for supporting and servicing the technical and warranty claims that

The service and support of gas and electric powered boats are very different, and it became clear to us that Forza required

its own unique brand.

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.

These categories represent larger segments of the market

for boat buyers than that of power catamarans.

By appealing to these segments, we believe our new monohull line has the potential to drive

significant growth for our company.

In 2024, we introduced our all new 28-foot dual engine “Superboat.” We expect to follow

that introduction with updated 22-foot and 24-foot designs in 2025.

Pro Direct Platform

At its core, Pro Direct will be designed to provide a comprehensive, customer-centric

approach to the boat buying process.

Much like Toyota’s Smart Path, which allows users to shop, customize, and price vehicles, Twin

Vee’s Pro Direct will enable consumers to navigate their boat purchase journey from the comfort of their own homes.

will empower users to explore a wide range of options, including the ability to customize their boats, compare prices, check nearby inventory,

apply for financing, evaluate trade-in values, and even arrange delivery—all through a user-friendly interface.

The primary goal

of Pro Direct is to create a cohesive experience that bridges the gap between original equipment manufacturers (OEMs), dealers, and consumers.

By leveraging technology and data analytics, Twin Vee aims to streamline the sales process, ensuring that each stakeholder can engage

more effectively and transparently.

What the Platform Will Offer :

● Design Your Boat :

Customers can choose models, colors, and accessories online.

● Real-Time Inventory :

See available boats at nearby dealers.

● Easy Financing :

Apply for loans and compare rates through the site.

● Trade-In Tools :

Customers can get fair trade-in estimates for their current boats.

● Delivery Coordination :

Buyers can schedule delivery through the platform.

Why It Matters :

● This platform will streamline the buying process for customers.

● Dealers can benefit from more sales and a better experience.

● Twin Vee aims to reduce costs and grow the marine marketplace with this technology.

As Twin Vee moves forward with the Pro Direct platform, the ultimate ambition is to support Twin Vee dealers with this innovative solution.

By doing so, Twin Vee plans to create a more-integrated marine marketplace, benefiting consumers and dealers alike.

By modernizing the

boat buying experience, Pro Direct aims to reduce costs, increase accessibility, and provide maximum value for customers’ investments

in these recreational vehicles.

In summary, we believe that Twin Vee PowerCats’ Pro Direct platform

represents a paradigm shift in the marine industry.

With its commitment to customer-centricity, technological innovation, and strategic

partnerships, we are positioning Pro Direct to redefine how boats are bought and sold.

Overall Strategy

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the goal of increasing sales and significant margin expansion.

For example, w e currently have 8

For example, w e currently have fifteen

(15) gas-powered models in production ranging in size from our 24-foot, dual engine, center console to our newly designed 40-foot offshore

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

Furthermore, our unique new product development process enables us

to renew our product portfolio with innovative offerings at a rate that we believe will be difficult for our competitors to match without

significant additional capital investments.

We intend to release new products and features multiple times during the year, which we believe

enhances our reputation as a cutting-edge boat manufacturer and will drive consumer interest in our products.

Our product development process enables us to renew our product portfolio

with innovative offerings at a rate that we believe will be difficult for our competitors to match without significant additional capital

We intend to release new products and features multiple times during the year, which we believe enhances our reputation as

a cutting-edge boat manufacturer and will drive consumer interest in our products.

Increase the Power Boat Category Segment.

near-term product development strategy is to expand our product line to reach underserved segments of the catamaran and monohull powerboat

near-term product development strategy is to develop a new product line to reach underserved segments of the catamaran and monohull powerboat

category that are distinct from our traditional customer base.

With our existing supplier relationships, material agreements, and manufacturing

Our existing supplier relationships, material agreements, and manufacturing

processes should allow us to offer this product line at an attractive price point for the consumer while sustaining our gross margins

and the product attributes critical to the Twin Vee brand.

Capture Additional Share from Adjacent Boating

Another focus is to grow our market share is to enhance our ability to introduce new products with increased

versatility, functionality, and performance to a more expansive customer base that values boats for both water sports and general recreational

Capture Additional Market Share from Adjacent

Boating Categories.

Another strategy for growing our market share is to introduce new products with increased versatility,

functionality, and performance that can appeal to a more expansive customer base that values boats for both water sports and general recreational

boating purposes.

We intend to launch several marketing campaigns that will focus on new product launches and help to educate the market

In 2024 we launched several marketing campaigns that focused on new product launches and help to educate the market

on our value proposition to customers.

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have a network of 20 independent boat dealers in 34 locations across North America, the Caribbean and Central America.

By expanding our

network of qualified dealers, we expect to reduce the risk inherent in having three dealers representing 40% of overall revenues.

Design and Introduce a First of a Kind in the Marine Market Pro-Direct

As consumer expectations change, Twin Vee PowerCats hopes to revolutionize the marine industry with its innovative web-based

platform, “Pro Direct.” Inspired by successful automotive models like Toyota’s “Smart Path,” this platform

is designed to offer customers a seamless, interactive buying experience.

Increase Our Sales in International Markets .

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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

Forza plans to market and sell its model offerings

in a variety of ways.

One way will be to operate in a fundamentally different manner and structure than traditional marine manufacturers

and boat dealers by adopting a direct-to-consumer sales and delivery model.

Forza is building a dedicated web and app-based platform for

sales, deliveries, and service operations to change the traditional boat buying and marine service experience through technological innovation,

ease of use, and flexibility.

Forza intends to employ an integrated, digital-first strategy that is convenient and transparent for our

customers and efficient and scalable to support its growth.

Additionally, to support those looking for a more traditional way of purchasing

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 One Water Marine, Inc.

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

in the United States.

Forza believes its approach will enable us to provide the best of both worlds to prospective customers and support

its mission to electrify recreational boating for mass production.

Currently, Forza’s web and app-based platform

is expected to include the following:

Build and Price Boats .

The web and app platform will offer prospective buyers a place to examine photos and videos of our boats, which will all have a single price based on the model type and a few available options.

For example, the consumer would have four gel coat exterior choices, three interior upholstery choices, and an option to increase the battery pack capacity for extended run times.

Other options would include charging cords and plugs, boating items such as bumpers, covers, and fun add-ons like clothing, allowing consumers to “personalize” their Forza X1 purchase.

Prospective customers will be able to apply for third-party consumer financing to complete or supplement their purchase through our web and app platform.

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 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 (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.

It also intends to enter into partnering arrangements with third parties to address service needs that require more than a mobile service visit and plans to arrange for the boat to be picked up and brought to one of our partnered service centers.

If a service center is not available in a customer’s area, for approved warranty repairs we will permit the owners to take their boat to their local service center who will then invoice us.

Customer Service and Feedback .

Forza will utilize customer insights and feedback submitted via its web and app-based platform to improve its offerings by adding new capabilities and functionality.

Expanded offerings based on consumer-driven feedback and data is expected to attract more customers, deepen existing customer relationships, and allow Forza to innovate more quickly.

Forza intends to provide a series of videos that demonstrate our boats’ safe operation and upkeep.

These videos would be accessible on Forza’s web and app platform and the boat’s onboard computer for quick access.

With respect to the foregoing, Forza has not yet:

(i) entered into any arrangements with third parties to provide financing services through its web and app platform, or (ii) hired staff

for our intended support and service department.

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

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

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 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 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 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.

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

Forza intends to develop a support and service department

that will include technicians, service representatives, quality control specialists and customer satisfaction agents.

Moreover, it aims

to provide convenient and comprehensive service coverage in all markets where its boats are sold, which customers may access through a

comprehensive service and support website and app.

The website and app platform will be the cornerstone

of Forza’s services and repair program.

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

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

trucks will be able to perform a majority of physical service calls at a customer’s home, marina, dock, or wherever our boats might

be located, offering a level of convenience at lower cost than traditional dealer-owned service centers.

These mobile service vans and

trucks will travel to the location of the electric boats for repair, or if the boat cannot be repaired at such location, then the Forza

technician will have a vehicle capable of towing the boat back to the Forza factory, where the boat will have access to a more significant

amount of repair and support staff.

Forza believes that its electric vehicles will require

less service than gas vehicles because electric vehicles are simpler to maintain than internal combustion vehicles.

The outboard motor

system is expected to be less susceptible to wear and tear by exchanging hundreds of moving parts for only a few.

There are no spark plugs

or engine motor oil to change or worry about.

Additionally, remote diagnostics will allow Forza

to find issues with customer boats remotely, in real time.

In many cases, Forza’s service team will be able to provide an OTA update

to resolve the issue without the customer’s boat ever leaving the customer’s sight.

Forza’s mission will be to make

the servicing of our products as simple as possible by connecting to and utilizing diagnostics technology in every Forza boat.

a customer needs maintenance or needs repairs, we intend to provide convenient and comprehensive service and warranty coverage for its

customers throughout the country.

Customers who lack Forza service access through its

network of mobile services vans and trucks will be able to utilize the traditional warranty claim process, which is standard throughout

the recreational boat industry.

In Forza’s case, a customer will contact Forza through its website or app and speak with its support

and service department and provide them with details about the issues they are experiencing with their boat.

If over-the-air updates to

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

support and service department will put them in contact with a local partnered boat repair service technicians or arrange transportation

of the boat to one of our partnered marinas and service centers.

If none are available in a customer’s area, our support and service

department would instruct the customer to obtain a quote for the covered warranty repair work and labor at a marine service center of

their choosing.

They would transmit the quote for the necessary repair work to Forza’s support and service department for approval.

Once approved, the work is completed on the covered warrantable repairs, and Forza will pay the marine service center directly.

There may be instances where the customer’s

issue is too technical for a traditional marine service center (e.g., issues related to the EV components of the boat).

In such cases,

Forza’s support and service department would coordinate with the customer to have the boat picked up on a trailer and towed to our

manufacturing facility in Fort Pierce, Florida, for service.

If a customer contacts Forza’s support and service

department for maintenance or an issue not covered under warranty, then its support and service department would be able to coordinate

with them to arrange service with a mobile service van, partnered boat repair technician, or partnered marina or service center and the

customer will be responsible for paying them directly.

Forza is still in the initial stages of establishing

our service plans.

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 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 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 continues developing and testing.

Invest in Infrastructure .

Forza is investing $8.0 million from its August 2022 initial public offering to build a factory solely for the manufacture of Forza’s new line of electric boats.

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

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 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 .

Forza intends to constantly look for ways to improve upon and further develop our proprietary electric powertrain system while reducing its manufacturing cost.

Build Forza’s Company-Owned Sales and Service Network .

Forza is programming and building its expansive and vertically integrated customer-centric web and app platform to connect with customers for an end-to-end experience encompassing everything from buying, financing, delivery, servicing, and training.

This customer-centric approach to sales and service will simplify accessing necessary information for potential buyers and current owners in an easily accessible and streamlined online space.

Leverage Industry Advancements in Battery Cells .

Forza intends to leverage the substantial investments made globally by battery cell manufacturers to improve power and capacity.

Build and Leverage Strategic Relationships .

Forza intends to establish and develop strategic relationships with industry leaders to launch our planned electric boats and sell its electric boat powertrain components.

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 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

28, 2022, Forza received notice that the North Carolina Economic investment committee has approved a Job Development Investment Grant

(“JDIG”) providing for reimbursement to Forza of up to $1,367,100 over a twelve year period to establish a new manufacturing

plant in McDowell County, North Carolina.

The receipt of grant funding is conditioned upon us investing over $10.5 million in land, buildings

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

Forza has selected its

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

Forza is designing a 100,000 square foot facility designed

for capacity and production of 1,000 units annually that it intends to build over time in various phases, starting with an initial 50,000

square foot facility that will have a capacity of 500 units annually that it anticipates the cost of which will be $8 million for the

construction of the factory.

Forza anticipates that the local incentives that it has been approved to receive will help to offset some

of the cost to be incurred with respect to the building of the factory.

However, there can be no assurance that such negotiations will

be successful or that Forza will meet the requirements to receive the anticipated incentives will be granted to us.

Before the completion of new factory construction,

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

For example, t he global catamaran market was expected to expand at a compound

annual growth rate (CAGR) of 5.8% from 2022 to 2030.

catamaran market was worth $342.5 million in 2021 and was expected to expand

at a CAGR of 5.4% from 2022 to 2030.

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.

Our Strengths and Competitive Advantages

We believe that the following are the key investment attributes of our

Recognized Brand.

Recognized Brands.

We believe the Twin

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

We currently have nineteen (19) different

We currently have fifteen (15) 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 $75,000 and go up to $900,000.

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

We will further diversify our offerings in 2025, with new models to our line including

a redesigned Aquasport 22-foot and 24-foot boats and a 22-foot Twin Vee BayCat.

Focus on Innovative Product Offerings.

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controlling costs through disciplined engineering and manufacturing processes.

According to SSI data (Statistical Surveys Incorporated),

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

According to SSI data (Statistical Surveys Incorporated), 179,168 new watercraft

were sold in the U.S.

in 2024, a decline of 9.59% across the entire industry compared to 2023.

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

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

experienced a decline of 9.26% in 2024 compared to 2023, with a total of 18,684 new units sold in the United States during 2024.

Outboard Motor Market

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The boats that we sell and manufacture all have outboard motors.

According to the NMMA, sales of outboard engines in

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.

According to the NMMA, sales of outboard engines.

in the United States (which includes outboard motors) were $3.8 billion in 2023.

Consumer demand for higher-performance engines hit an

all-time high in 2020.

The market saw a decline of 1.6% in 2023, over 2022.

Although many recreational boats can be powered by

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to upgrade to a higher horsepower.

Electric Boat Market

Although electric boats have been available for over

100 years, interest in them was minimal until the 1990s when the first studies were conducted in the United States following the suspicion

that motorboats contaminate aquatic environments significantly through loss of gas and lubrication oil.

According to Andre Mele, recreational

boats pollute as much as cars and trucks in the United States.

In the early 2000’s, 8 million speedboats in the United States released

15 times more pollutants annually into the environment than the oil spill produced by the oil tanker Exxon Valdez in 1989.

of this tanker in Alaska had released 11 million U.S.

gallons of hydrocarbons into the environment.

After conversion, this means that

each boat releases an average of 78 L of hydrocarbons into aquatic environments each year.

If that average is still current, we estimate

that in 2019 oil losses in the environment via motorboats equaled 150,000 tons of hydrocarbon scaly leaks in Canada (based on 2 million

vessels), 750,000 tons of hydrocarbon scaly leaks in the United States (based on 10 million vessels) and 450,000 tons of hydrocarbon scaly

leaks in Europe (based on 6 million vessels).

This explains why some lakes and bodies of water have

recently banned motorboats.

The total elimination of gas immediately reduces a very large source of marine pollution, with immediate results

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,

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

The ecosystem is then modified with the scarcity

or disappearance of certain species.

In an effort to tackle air pollution, cities around

the world are beginning to ban all gas and diesel fuel powered boats from the center of the city.

One of the first cities to implement

this change is Amsterdam, Netherlands.

This movement to electrically powered boats has been implemented in Venice, where the city has

restricted the movement of gas and diesel fuel powered boats, while exempting electrically powered boats.

We expect that shifting consumer preferences will

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

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 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.

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

The prevalence of batteries necessary to sustain a marine EV model line is expected to rise and become cheaper.

Bloomberg NEF’s

Long-Term Electric Vehicle Outlook reports that annual lithium-battery demand has proliferated in recent years and meeting the demand

will require unprecedented but achievable increases in materials, components, and cell production.

Battery production capacity is expanding

as more factories are brought online.

Moreover, battery technology that improves power and capacity is being designed, developed, and

adopted regularly.

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

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,

electric vehicle engineering expertise, and planned direct-to-consumer system will help it to rapidly innovate and introduce new boats

and technologies cost-effectively .

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

sales and service revenues that traditional boat manufacturers do not receive in the independent dealer model.

Forza also plans to leverage

its electric powertrain technology to develop and sell powertrain components to other boat manufacturers and owners.

believes its proprietary electric powertrain system will enable it to design and develop zero-emission boats that overcome the design,

styling, and performance issues that have historically limited broad consumer adoption of electric boats.

As a result, Forza believes

customers of its vehicles will enjoy many benefits, including:

Extended Run Times and Recharging Flexibility .

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.

Norway and Venice, Italy, are beginning to construct a network of electric boat charging stations.

In the United States, Lake Tahoe is now home to a rapid-charging electric boat charging station.

While the US and the rest of the world begin to adopt a network of electric boat-specific stations, the design for the Forza X1 boats incorporates an onboard charging system, permitting recharging from almost any electrical outlet and residential and commercial charging stations previously only utilized for electric automobiles .

Energy Efficiency and Cost of Ownership .

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 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.

Our greatest hope is to be purposeful stewards of the marine industry and lead by example in environmentally friendly innovation.

Noise Level .

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

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.

Our Dealer Network

We primarily sell our gas-powered boats through a

network of 47 independent dealers in 47 locations across North America, the Caribbean (one in the Bahamas, Puerto Rico and Cayman Islands)

and Central America (Panama City, Panama).

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

are striving to develop international distribution.

network of 22 independent dealers across North America, the Caribbean (one in the Bahamas, Puerto Rico and Cayman Islands) and Central

America (Panama City, Panama).

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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We expect this will strengthen our dealers’ ability to sell our products.

For the year ended December 31, 2024, our top three

dealers on a consolidated basis accounted for approximately 40% of our consolidated revenues.

Each of these three dealers accounted for

more than 10% of our consolidated revenues for the year ended December 31, 2024.

For the year ended December 31, 2023, our top five

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During the year ended December 31, 2023,

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

one individual dealer represented 10% of our total sales.

We consistently review our distribution network to

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We believe that our diverse product

offering and strong market position in each region of the United States helped us capitalize on growth opportunities as our industry recovered

from the economic downturn.

We have the ability to opportunistically add new dealers and new dealer locations to previously underserved

markets and use data and performance metrics to monitor dealer performance.

offering and strong market position in the United States helped us capitalize on growth opportunities as our industry recovered from the

economic downturn.

We have the ability to opportunistically add new dealers and new dealer locations to previously underserved markets

and use data and performance metrics to monitor dealer performance.

We believe our outstanding dealer network allows us to distribute

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for which it has provided an indication of interest.

Beginning in early 2025, as a condition to participate in various programs, we are

requiring new dealers to sign a dealer agreement, provide a non-binding APT (Annual Purchase Target), register new boat owners’

warranty information and meet various other requirements.

There can be no assurances that these efforts will result in any specific level

of participation or adherence to the annual APT.

Demand for our products is typically seasonal, with

sales generally highest in the second quarter of the calendar year, although market turmoil over the last couple of years overshadowed

normal seasonal patterns.

Floor Plan Financing

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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.

draws on the floor plan facility upon purchasing a boat from us and the lender pays us the invoice price of the boat.

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

lenders is mitigated by our ability to reposition inventory with a new dealer in the event that a repurchase event occurs.

cost to us of a repurchase event is any margin loss on the resale of a repurchased unit.

To date, we have not been required to repurchase

any boats under repurchase agreements.

lenders is mitigated by our ability to resell repurchased inventory to a new dealer.

The primary cost to us of a repurchase event is any

margin loss on the resale of a repurchased unit.

To date, we have not been required to repurchase any boats under repurchase agreements.

The powerboat industry, including the performance

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is based primarily on brand name, price and product performance.

We also compete with other leisure activities.

boats are not necessities and in times of economic hardship, consumers may cease purchasing non-essential items.

Luxury items may not

be used for recreational and sport purposes, and demand for our boats may be adversely affected by competition from other activities that

occupy consumers’ leisure time and by changes in consumer lifestyle, usage pattern or taste.

We also face competition for employees.

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We purchase a number of our

product parts and components from third-party suppliers, including the fiberglass we use to manufacture the fiberglass parts of our boats,

hydrocarbon feedstocks and steel, as well as product parts and components, such as engines and electronic controls, through a sales order

The most significant component used in manufacturing our gas-powered boats, based on cost, are engines.

We maintain a strong

and long-standing relationship with our sole supplier of engines, Suzuki Motor of America, Inc.

product parts and components from third-party suppliers, including the fiberglass we use to manufacture parts of our boats, hydrocarbon

feedstocks and steel, as well as product parts and components, such as engines and electronic controls, through a sales order process.

The most significant component used in manufacturing a gas-powered boat, based on cost, is the engine.

We maintain a strong and long-standing

relationship with our main supplier of engines, Suzuki Motor of America, Inc.

We do not maintain long-term

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We purchase motors from three

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

different manufacturers.

We have not experienced any material shortages in any of our product parts, or components.

Temporary shortages,

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For example, during the

year end December 31, 2023 five dealers represented 35% of our sales.

The loss of business from a significant customer could have a material

adverse effect on our business, financial condition, results of operations and cash flows.

year end December 31, 2024 three dealers represented 40% of our sales, while during the year end December 31, 2023, five dealers represented

35% of our sales.

The loss of business from a significant customer could have a material adverse effect on our business, financial condition,

results of operations and cash flows.

Intellectual Property

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

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

App Number and Filing Date

360 Steering Lower Pod with Disconnect

For outboard, lower pod steering mechanism using slewing bearing and spur gear mechanism allowing for a full 360-degree rotation.

Also features a pass through the center method for cooling fluid, and an easy way to interchange lower drive units with the fixed upper unit.

Full Non-provisional Patent

App # 63,207,748

FILING DATE 03/18/21

Received Notice of Patent Granted January 2024

Original Outboard Cover Design

Original shape of outboard cover

Design Patent

App # 29/818,844

FILING DATE 12/10/21

Received Notice of Patent Granted January 2024

Unibody Frame

Shape of frame that allows vertical mounting of motor and transmission inside the outboard

Design Patent

App # 29/818,842

FILING DATE 12/10/21

Received Notice of Patent Granted January 2024

Outboard cover design — ALPHA 01 version

shape of the updated prototype cover and cowling

Design Patent

App # 29/819,262

FILING DATE 12/14/21

Received Notice of Patent Granted January 2024

Trim and Tilt with cable routing thru pivot axis

A trim and tilt assembly that routes cables through the pivot axis which protects cables, keeps the bundle from excessive bending and results in a cleaner design

Utility Patent

App # 63,287,740

FILING DATE 12/09/21

Jet Drive Lower Unit for an Electric Outboard

The design of the lower jet drive as it is configured for the integration with the electric outboard

Utility Patent

App # 63,293,420

FILING DATE 12/23/21

Closed Loop Heat Exchanger Integrated in a Lower Drive Unit

Integrate a cooling radiator inside of the lower drive propeller or jet drive unit itself.

Simplify the cooling circuit by eliminating the need for a raw sea water intake.

Full Non-provisional Patent

App # 18/150,943

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

The outboard top cover should not be removed until the electric motor and inverter is safely de-energized which typically takes 4 to 5 seconds after powering down.

This invention features a special latch mechanism, a sensor to detect position of latch, and a locking solenoid which will prevent inadvertent removal of cowling cover which will prevent a user from being electrocuted.

Utility Patent

App # 18/507782

Filing Date 11/14/23

Docking Assist Motor Control and Auto-pilot mode for Trailer loading and launching

Similar to docking assist GPS guided auto-pilot systems but this one is specifically intended to assist with single handed boat launching or loading to and from a trailer.

Use position sensors on the trailer, have the boat automatically guided safely by itself while the captain is backing trailer into the water, or on the trailer preparing the winch, etc.

Utility Patent

App # 63/402,124

FILED 8/30/2023

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.

Utility Patent

App # 63/402,124

FILING DATE 8/30/22

Instead, we rely on trade secrets, know-how and technology to protect

our current products, which are not protected by patents, to protect the intellectual property behind our boats.

We utilize confidentiality

agreements with our collaborators, employees, consultants, outside collaborators and other advisors to protect our proprietary technology

and processes.

These agreements may not effectively prevent disclosure of confidential information and may not provide an adequate remedy

in the event of unauthorized disclosure of confidential information.

In addition, others may independently discover trade secrets and

proprietary information, and in such cases, we could not assert any trade-secret rights against such party.

Costly and time-consuming

litigation could be necessary to enforce and determine the scope of our proprietary rights, and failure to obtain or maintain trade secret

protection could adversely affect our competitive business position.

See “Risk Factors-Intellectual Property Risks.” Although

we do have patents to protect our intellectual property rights for electric powered motor products;

we are no longer developing electric

powered boats.

Insurance and Product Warranties

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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.

2 unchanged sentences

In addition, we provide a three-year limited fiberglass

small parts warranty on some small fiberglass parts and components, such as consoles.

small parts warranty on some parts and components, such as consoles.

Gelcoat is covered up to one year.

Additionally,

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), 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

and Regulatory Matters

We pass all warranties included

with third party components (e.g., stereos, pumps, electrical devices) directly on to the consumer.

Where there is no separate OEM warranty, we

provide a one-year basic limited systems warranty for repair or replacement of the defective part.

Environmental, Safety and Regulatory Matters

Certain materials used in

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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.

65 employees, which includes about 45 hands-on boat builders, all of whom are full-time employees.

None of our employees are represented

by a labor union.

Competitive Pay and Benefits

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Accordingly, with the global spread of the

ongoing novel coronavirus pandemic, we have implemented plans designed to address and mitigate the impact of the COVID-19 pandemic on

the safety of our employees and our business, which include:

ongoing novel coronavirus pandemic, we have implemented plans designed to address and mitigate the impact of pandemics on the safety of

our employees and our business, which include:

adding work from home flexibility;

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and began operating under the name Twin Vee PowerCats, Inc.

On December 5, 2022, the merger of Twin Vee PowerCats, Inc.

into our company

was approved.

On December 5, 2022, Twin Vee PowerCats, Inc.

was merged into our company.

Forza X1, Inc.

8 unchanged sentences

that we would market our new independent line of electric boats under a new brand name (and new subsidiary).

Fix My Boat, Inc.

was incorporated on September 21,

2021 in Delaware.

and we engaged in a public

offering of the shares of common stock of Forza.

During 2024, Forza determined to cease production of its planned electric boat, and on

November 26, 2024, Forza was merged into Twin Vee Powercats.

and became a wholly -owed subsidiary of Twin Vee Powercats.

We are subject to the reporting 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 .

Implications of Being an Emerging Growth Company

25 unchanged sentences

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