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Greenway Technologies (GWTI) delays 10-K; CFO cites single-accountant constraint

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

Rhea-AI Filing Summary

Greenway Technologies, Inc. filed a Form 12b-25 notifying the SEC of a late Form 10-K for the period ended 12-31-2025. The company states it is a very small issuer with a single accountant responsible for preparing the report and needs additional time to complete the Form 10-K. The notification is signed by Ransom B. Jones, Chief Financial Officer, dated March 27, 2026.

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    OMB APPROVAL
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

OMB Number: 3235-0058
  Expires: February 28, 2022
  Estimated average burden hours per response. 2.50

 

  FORM 12b-25 SEC FILE NUMBER
   
     
    CUSIP NUMBER
  NOTIFICATION OF LATE FILING 90288A 10

 

(Check one):

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

☐ Form N-SAR ☐ Form N-CSR ☐ Form N-CEN

   
  For Period Ended: 12-31-2025
☐ 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
☐ Transition Report on Form N-CEN
 
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 Item(s) to which the notification relates:

 

 

PART I — REGISTRANT INFORMATION

 

GREENWAY TECHNOLOGIES, INC. & SUBSIDIARIES
Full Name of Registrant
 
 
Former Name if Applicable
 
1521 North Cooper Street, Suite 205
Address of Principal Executive Office (Street and Number)
 
Arlington, TX 76011
City, State and Zip Code

 

 

 

 
 

 

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-SAR, 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 the reasons why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, N-CEN or the transition report or portion thereof, could not be filed within the prescribed time period. (Attach extra Sheets if Needed)

 

The Registrant is a very small company and has only one accountant who is responsible for preparing the Form 10-K. Due to this issue, the Registrant needs additional time to file the Form 10-K.

 

PART IV — OTHER INFORMATION

 

(1) Name and telephone number of person to contact in regard to this notification
 
  Ransom B. Jones   561   809-4644
  (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
 

 

GREENWAY TECHNOLOGIES, INC. & SUBSIDIARIES

(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 27, 2026 By: /s/ Ransom B. Jones
      Ransom B. Jones
      Chief Financial Officer

 

3

 

FAQ

Why did Greenway Technologies (GWTI) file a Form 12b-25?

They filed to notify the SEC of a late Form 10-K for the period ended 12-31-2025. The company states it is a very small issuer with a single accountant preparing the 10-K and requires additional time to complete the annual report.

When did Greenway Technologies sign the late-filing notification?

The Form 12b-25 was signed by CFO Ransom B. Jones on March 27, 2026. The signature appears on the notification page identifying the registrant and the contact person for the filing.

Does the notification state when the Form 10-K will be filed?

The notification explains additional time is needed due to staffing constraints but does not specify an exact filing date. It describes the preparer limitation without providing a firm deadline for the completed 10-K.

Who is the contact for questions about this notification for GWTI?

The contact listed is Ransom B. Jones with telephone area code 561 and number 809-4644. This name and number are provided on the Form 12b-25 for inquiries regarding the late filing.