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Al Technology Group (AIPG) notifies SEC of late 10-K due to incomplete audit

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
NT 10-K

Rhea-AI Filing Summary

Al Technology Group, Inc. submitted a Form 12b-25 notifying the SEC of a late Form 10-K for the period ended December 31, 2025 because the auditors have not completed their work. The company states the auditors' work is expected to be finished within the extended filing period. The notice was signed by Marcus Johnson, President on March 30, 2026.

Positive

  • None.

Negative

  • None.
Form type Form 12b-25 (NT 10-K) notification of late Form 10-K
Period end December 31, 2025 subject annual reporting period
OMB Number 3235-0058 OMB approval number listed on the Form
OMB Expiration September 30, 2028 OMB approval expiration date shown on the Form
Signature date March 30, 2026 date signed by Marcus Johnson, President
Form 12b-25 regulatory
"If the subject report could not be filed without unreasonable effort or expense"
Form 12b-25 is a notice a publicly traded company files with the U.S. Securities and Exchange Commission when it cannot deliver a required periodic report (like a quarterly or annual financial report) on time. It explains the reason for the delay and gives the company a short, temporary window to finish the report without being marked as delinquent; investors watch it because late filings can signal accounting, operational, or control issues that may affect a company’s reliability and stock risk, much like a missed homework deadline can raise concerns about a student’s preparedness.
Rule 12b-25(b) regulatory
"seeks relief pursuant to Rule 12b-25(b)"
Interactive Data File technical
"This Form shall not be used by electronic filers with respect to the submission or posting of an Interactive Data File"

 

 

 

0MB APPROVAL

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

0MB Number: 3235-0058

Expires: September 30, 2028

Estimated average burden

hours per response...... 2.50

 

FORM 12b-25

 

NOTIFICATION OF LATE FILING

SEC FILE NUMBER

 

 

CUSIP NUMBER

 

 

 

(Check one):

☒     Form 10-K          ☐     Form 20-F         ☐     Form 11-K

 

☐     Form 10-Q             ☐     Form 10-D        ☐     Form N-CEN          ☐     Form N-CSR

 

For Period Ended: December 31, 2025                   

 

 

☐     Transition Report on Form 10-K

☐     Transition Report on Form 20-F

☐     Transition Report on Form 11-K

☐     Transition Report on Form 10-Q

 

 

 

For the Transition Period Ended: ____________

 

Read Instruction (on back page) Before Preparing Form. Please Print or Type.

Nothing in this Form shall be construed to imply that the Commission has verified any information contained herein.

 

If the notification relates to a portion of the filing checked above, identify the ltem(s) to which the notification relates:

 

 

PART I - REGISTRANT INFORMATION

 

Al Technology Group, Inc.

Full Name of Registrant

 

N/A

Former Name if Applicable

 

50 West Liberty, Suite 880

Address of Principal Executive Office (Street and Number)

 

Reno, NV 89501

City, State and Zip Code

 

SEC 1344 (01-19) 

Potential persons who are to respond to the collection of information contained in this Form are not required to respond unless the Form displays a currently valid 0MB control number.

 

Board of Governors of the Federal Reserve System

0MB Number 7100-0091

Approval expires August 31, 2026

 

 

 

 

PART II - RULES 12b-25(b) AND (c)

 

If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)

 

 

 

(a)

The reason described in reasonable detail in Part III of this Form could not be eliminated without unreasonable effort or expense;

 

(b)

The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-CEN or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and

 

 

(c)

The accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

 

PART III - NARRATIVE

 

State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-CEN, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

 

The auditors have not completed their work in connection with compiling the financial information that is part of the Form 10-K Report. It is expected the work will be completed within the extended filing period.

 

(Attach extra Sheets if Needed)

 

PART IV - OTHER INFORMATION

 

(1)

Name and telephone number of person to contact in regard to this notification

 

John L. Thomas, Esq.

 

609

 

332 1791

(Name)

 

(Area Code)

 

(Telephone Number)

 

(2)

Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s). ☒ Yes     ☐ No

 

 

(3)

Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? ☐ Yes     ☒ No

 

 

If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.

 

 

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Al Technology Group, Inc.

(Name of Registrant as Specified in Charter)

 

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date March 30, 2026 By: /s/ Marcus Johnson

 

 

Marcus Johnson, President  

 

INSTRUCTION: The Form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the Form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative's authority to sign on behalf of the registrant shall be filed with the Form.

 

 

ATTENTION

 

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (see 18 u.s.c. 1001).

 

GENERAL INSTRUCTIONS

 

1.

This Form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules and Regulations under the Securities Exchange Act of 1934.

 

 

2.

One signed original and four conformed copies of this Form and amendments thereto must be completed and filed with the Securities and Exchange Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the General Rules and Regulations under the Act. The information contained in or filed with the Form will be made a matter of public record in the Commission files.

 

 

3.

A manually signed copy of the Form and amendments thereto shall be filed with each national securities exchange on which any class of securities of the registrant is registered.

 

 

4.

Amendments to the notifications must also be filed on Form 12b-25 but need not restate information that has been correctly furnished. The Form shall be clearly identified as an amended notification.

 

 

5.

Electronic filers. This form shall not be used by electronic filers unable to timely file a report solely due to electronic difficulties. Filers unable to submit a report within the time period prescribed due to difficulties in electronic filing should comply with either Rule 201 or Rule 202 of Regulation S-T (§232.201 or §232.202 of this chapter) or apply for an adjustment in filing date pursuant to Rule 13(b) of Regulation S-T (§232.B(b) of this Chapter).

 

 

6.

Interactive data submissions. This Form shall not be used by electronic filers with respect to the submission or posting of an Interactive Data File (§232.11 of this chapter). Electronic filers unable to submit or post an Interactive Data File within the time period prescribed should comply with either Rule 201 or 202 of Regulation S-T (§232.201 and §232.202 of this chapter).

 

 

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FAQ

Why did AIPG file a Form 12b-25 for its 10-K?

Because the auditors have not completed their work. The filing states audit work related to the Form 10-K was unfinished and is expected to be completed within the extended filing period.

What period does the late 10-K cover for AIPG?

The late annual report covers the period ended December 31, 2025. The Form 12b-25 identifies that fiscal year end as the subject of the delayed 10-K filing.

Who signed the Form 12b-25 for AIPG and when?

The notice was signed by Marcus Johnson, President, on March 30, 2026. His signature appears on the Form 12b-25 submission included in the notice.

Does the Form 12b-25 state a new filing date for the 10-K?

No specific new filing date is provided. The company says the auditors' work is expected to be completed within the extended filing period but does not state an exact completion date.

Will AIPG face penalties for this late filing?

The Form 12b-25 itself offers no penalty statement. It notifies the SEC of the delay under Rule 12b-25; any enforcement outcome would depend on SEC review and is not in this notice.