Goldenwell Biotech (GWLL) expects to file delayed 10-K by Apr 15, 2026

Rhea-AI Filing Summary

Goldenwell Biotech, Inc. notifies the SEC it will not timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025. The company states it could not, "without unreasonable effort or expense," compile all required financial statements and related disclosures and expects to file the report on or before April 15, 2026. The notice is signed by CEO Shuang Liu.

Key Figures

Fiscal period end: December 31, 2025 Expected filing date: April 15, 2026 SEC file number: 000-56275 +1 more

4 metrics

Fiscal period end December 31, 2025 Fiscal year end covered by the delayed Form 10-K

Expected filing date April 15, 2026 Date company expects to file the Annual Report on Form 10-K

SEC file number 000-56275 Filed on the NT 10-K cover lines

CUSIP 38138N104 Identifier listed on the notification

Key Terms

Rule 12b-25, Annual Report on Form 10-K, Transition Report, accountant's statement

4 terms

Rule 12b-25 regulatory

"The Registrant has been unable, without unreasonable effort or expense"

Rule 12b-25 is an SEC filing provision that lets a company notify regulators and the public that it cannot file a required periodic report (like a quarterly or annual report) on time and explains the reason for the delay. For investors, the notice is a formal heads-up that financial information will arrive late—similar to a company calling to say it will be late turning in homework—so it signals increased uncertainty and may affect trading and risk assessments until the filing is available.

Annual Report on Form 10-K regulatory

"Annual Report on Form 10-K for the fiscal year ended December 31, 2025"

An annual report on Form 10‑K is a required, comprehensive filing that publicly traded companies give to regulators and investors summarizing their business, results of operations, detailed financial statements reviewed by independent auditors, material risks, legal issues and management’s discussion of performance. Investors use it like a company’s year‑end report card and medical checkup: it reveals how the business made money, where it is vulnerable, and the facts needed to compare value, judge risk and make informed investment decisions.

Transition Report regulatory

"Transition Report on Form 10-K Transition Report on Form 20-F"

accountant's statement regulatory

"The accountant's statement or other exhibit required by Rule 12(b)-25(c)"

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

	NOTIFICATION OF LATE FILING	SEC FILE NUMBER
		000-56275
		CUSIP NUMBER
		38138N104

(Check One):	☒	Form 10-K	☐	Form 20-F	☐	Form 11-K	☐	Form 10-Q
	☐	Form 10-D	☐	Form N-SAR	☐	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

☐ Transition Report on Form N-SAR

For the Transition Period Ended: ___________________

 

Read Instructions (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 Item(s) to which the notification relates:

PART I -- REGISTRANT INFORMATION

Full Name of Registrant:		Goldenwell Biotech, Inc.
Former Name if Applicable:		None
Address of Principal Executive Offices (Street and Number):		581 Boston Mills Road, Suite 300, Hudson, Ohio 44236.

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 reasons 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-SAR 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 12(b)-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-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

The Registrant has been unable, without unreasonable effort or expense, to timely compile all information for the financial statements and related disclosures required to be included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025. Registrant expects to file the Annual Report on or before April 15, 2026.

PART IV --OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this notification:

Shuang Liu		(440)		666-7999
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.

2

Goldenwell Biotech, 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 31, 2026	By:	/s/ Shuang Liu
		Name: Shuang Liu Title: Chief Executive Officer

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).

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FAQ

Why did Goldenwell Biotech (GWLL) file a Notification of Late Filing?

Goldenwell Biotech says it could not, "without unreasonable effort or expense," timely compile all financial statements and related disclosures required for its Form 10-K for the fiscal year ended December 31, 2025. The company expects to file by April 15, 2026.

When does GWLL expect to submit its delayed Form 10-K?

The company states it expects to file the Annual Report on Form 10-K on or before April 15, 2026. That date is provided directly in the notification as the planned filing target for the fiscal year ended December 31, 2025.

Who signed the late filing notice for GWLL and how can the company be contacted?

The notice is signed by CEO Shuang Liu. The contact telephone number listed is (440) 666-7999. The principal executive offices address is 581 Boston Mills Road, Suite 300, Hudson, Ohio 44236.

Does the notification state whether GWLL expects a material change in results?

The form includes a checkbox question about significant changes in results; the filing contains no affirmative quantitative disclosure of anticipated changes. No narrative or numeric estimate of changed results is attached in the provided excerpt.