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Limitless X Holdings (NASDAQ: LIMX) delays 2025 10-K filing

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

Rhea-AI Filing Summary

Limitless X Holdings, Inc. filed a Rule 12b-25 notification stating it could not complete its Annual Report on Form 10-K for the year ended December 31, 2025 by the March 31, 2026 due date because the company and its independent auditor need additional time to finish and review the financial statements and related disclosures. The company anticipates filing the Annual Report no later than the fifteenth calendar day following the prescribed filing date.

Positive

  • None.

Negative

  • None.
Report period end December 31, 2025 Year ended date for the delayed Form 10-K
Original filing due date March 31, 2026 Prescribed filing date applicable to smaller reporting companies
Relief horizon Fifteenth calendar day following prescribed date Anticipated latest filing date under Rule 12b-25 relief
Notification signed March 31, 2026 Signature date on the Rule 12b-25 notice
SEC file number 000-56453 SEC file number shown on the notice
Contact phone 1-800-736-2030 Telephone number listed in Part IV
Form type NT 10-K Notification of late Form 10-K filing
Rule 12b-25 regulatory
"State below in reasonable detail the reasons why Forms... could not be filed within the prescribed time period"
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
"Unable... to file its Annual Report on Form 10-K for the 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.
independent registered public accounting firm financial
"its independent registered public accounting firm requires additional time to complete its review"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
fifteenth calendar day following the prescribed filing date regulatory
"The Registrant anticipates that it will file the Annual Report no later than the fifteenth calendar day following the prescribed filing date"

 

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

  OMB APPROVAL
   

OMB Number: 3235-0058

Expires: September 30, 2026

Estimated average burden

hours per response....2.50

  FORM 12b-25  

SEC FILE NUMBER

000-56453

  NOTIFICATION OF LATE FILING  

CUSIP NUMBER

 

(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 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

 

Limitless X Holdings, Inc.

Full Name of Registrant

 

 

Former Name if Applicable

 

9777 Wilshire Blvd., #400

Address of Principal Executive Office (Street and Number)

 

Beverly Hills, CA 90212

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 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 of 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, or the transition report or portion thereof, could not be filed within the prescribed time period.

 

LIMITLESS X HOLDINGS, INC. (the “Registrant”) was unable, without unreasonable effort or expense, to file its Annual Report on Form 10-K for the year ended December 31, 2025 (the “Annual Report”) by the March 31, 2026 filing date applicable to smaller reporting companies due to a delay experienced by the Registrant in completing its financial statements and other disclosures in the Annual Report. As a result, the Registrant is still in the process of compiling required information to complete the Annual Report and its independent registered public accounting firm requires additional time to complete its review of the financial statements for the year ended December 31, 2025 to be incorporated in the Annual Report. The Registrant anticipates that it will file the Annual Report no later than the fifteenth calendar day following the prescribed filing date.

 

PART IV — OTHER INFORMATION

 

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

 

Jaspreet Mathur  

1-800

  736-2030
(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.

 

 

 

 

LIMITLESS X HOLDINGS, INC.

(Name of Registrant as Specified in Charter)

 

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

 

March 31, 2026 By: /s/ Jaspreet Mathur
  Name:

Jaspreet Mathur

 

Title:

Chief Executive Officer

 

 

FAQ

Why did LIMITLESS X HOLDINGS (LIMX) file a Rule 12b-25 notification?

The company reported delays completing financial statements and disclosures for the Form 10-K for the year ended December 31, 2025. The independent registered public accounting firm requires additional time to complete its review.

When does LIMX expect to file its 2025 Form 10-K?

Limitless X stated it anticipates filing the Annual Report no later than the fifteenth calendar day following the prescribed filing date. The notification was signed on March 31, 2026.

Does this 12b-25 filing indicate a change in LIMX’s reported results?

The company did not state any anticipated significant change in results; the form asks whether a significant operational change is expected and leaves that question unanswered in the excerpt provided.

Who signed the Rule 12b-25 notice for LIMX and how can the company be reached?

The notice was signed by Jaspreet Mathur, Chief Executive Officer on March 31, 2026. The contact phone listed is 1-800-736-2030.