Mitesco (MITI) misses 2025 10-K deadline, expects filing within 15 days

Rhea-AI Filing Summary

Mitesco, Inc. submitted a Form 12b-25 notifying the SEC that it cannot timely file its Annual Report on Form 10-K for the year ended December 31, 2025 because the audited financial statements have not been finalized. The company states it anticipates filing on or before the fifteenth calendar day following the prescribed due date. The notice is signed by CEO Brian Valania and dated March 31, 2025.

Key Figures

Fiscal period end: December 31, 2025 Filing extension window: 15 calendar days Form 12b-25 signature date: March 31, 2025 +1 more

4 metrics

Fiscal period end December 31, 2025 Period for the delayed Form 10-K

Filing extension window 15 calendar days Anticipated time to file following the prescribed due date under Rule 12b-25(b)

Form 12b-25 signature date March 31, 2025 Date the notification was signed by the CEO

Registrant phone 844-383-8689 Contact number listed in Part IV

Key Terms

Rule 12b-25, Form 10-K, prescribed due date

3 terms

Rule 12b-25 regulatory

"If the subject report could not be filed 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.

Form 10-K regulatory

"Unable to file its Annual Report on Form 10-K for the year ended December 31, 2025"

A Form 10-K is a comprehensive report that publicly traded companies are required to file annually with regulators. It provides a detailed overview of a company's financial health, operations, and risks, similar to a detailed health report. Investors use this information to assess the company's performance and make informed decisions about buying or selling its stock.

prescribed due date regulatory

"filed on or before the fifteenth calendar day following the prescribed due date"

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

FORM 12b-25

NOTIFICATION OF LATE FILING

(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 Transition Period Ended:                                               

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

Mitesco, Inc.

Full Name of Registrant

Former Name if Applicable

505 Beachland Blvd., Suite 1377

Address of Principal Executive Office (Street and Number)

Vero Beach, Florida 32963

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 Form10-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.

Mitesco, Inc. has determined that it is unable to file its Annual Report on Form 10-K for the year ended December 31, 2025 within the prescribed time period. The Company has not finalized its audited financial statements for the year ended December 31, 2025. The Company anticipates filing its Form 10-K on or before the fifteenth calendar day following the prescribed due date.

PART IV — OTHER INFORMATION

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

Mack Leath		844		383-8689
(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.

1

MITESCO, 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, 2025	By:	/s/ Brian Valania
		Brian Valania
		Chief Executive Officer

2

FAQ

Why did Mitesco (MITI) file a Form 12b-25?

Mitesco filed Form 12b-25 because it could not finalize audited financial statements for the year ended December 31, 2025. The company states the delay is due to the unfinished audited financial statements and is seeking the limited relief provided by Rule 12b-25.

When does Mitesco (MITI) expect to file the delayed Form 10-K?

Mitesco anticipates filing the Annual Report on Form 10-K on or before the fifteenth calendar day following the prescribed due date. The Form 12b-25 statement explicitly commits to that filing window in its narrative explanation.

Who signed the Form 12b-25 for Mitesco (MITI)?

The Form 12b-25 was signed by Brian Valania, Chief Executive Officer, and dated March 31, 2025. The signature certifies the company caused the notification to be filed on its behalf under the form's attestation section.

Does the Form 12b-25 indicate any changes to recent periodic filings for MITI?

The filing confirms periodic reports required under Sections 13 or 15(d) were addressed in the form's checklist. It does not identify any missing prior periodic reports or disclose anticipated quantified changes in results versus the prior year.