Premier Air Charter Holdings (PREM) notifies SEC of delayed 10-K filing — will file within 15 days

Rhea-AI Filing Summary

Premier Air Charter Holdings Inc. submitted a Form 12b-25 notice that it could not timely file its Form 10-K for the period ended December 31, 2025 due to delays obtaining and compiling required information. The company stated it will file the Form 10-K no later than the fifteenth calendar day following the prescribed due date.

Key Figures

SEC file number: 000-56312 CUSIP: 02138A306 Form period end: December 31, 2025 +3 more

6 metrics

SEC file number 000-56312 Form 12b-25 cover page

CUSIP 02138A306 Form 12b-25 cover page

Form period end December 31, 2025 Form 10-K period ended

Filing commitment 15 calendar days Will file Form 10-K within this period per Rule 12b-25

Notification date March 31, 2026 Signature date on the notice

Contact phone (858) 239-0788 Person to contact: Sandra Bonar, CEO

Key Terms

Rule 12b-25, Form 10-K, Transition Report

3 terms

Rule 12b-25 regulatory

"In accordance with Rule 12b-25 of the Securities Exchange Act of 1934"

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

"The Company could not complete the filing of its Annual Report on Form 10-K for the period ending 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.

Transition Report regulatory

"Transition Report on Form 10-K listed on the cover section"

U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549		SEC FILE NUMBER
		000-56312
FORM 12b-25		CUSIP NUMBER
		02138A 306
NOTIFICATION OF LATE FILING

☒ Form 10-K      ☐ Form 20-F      ☐ Form 11-K      ☐ Form 10-Q      ☐ Form 10-D      ☐ Form N-SAR      ☐ Form N-CSR

For period ended: N/A

	☐	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: December 31, 2025

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

Premier Air Charter Holdings Inc.

Full Name of Registrant

Former Name if Applicable

2006 Palomar Airport Road, Suite 210

Address of Principal Executive Office (Street and Number)

Carlsbad, CA 92011

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.

	(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, 11-K or 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 12b-25(c) has been attached, if applicable.

PART III - NARRATIVE

The Company could not complete the filing of its Annual Report on Form 10-K for the period ending December 31, 2025 due to a delay in obtaining and compiling information required to be included in the Company's Form 10-K, which delay could not be eliminated by the Company without unreasonable effort and expense. In accordance with Rule 12b-25 of the Securities Exchange Act of 1934, as amended, the Company will file its Form 10-K no later than 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:

Sandra Bonar		(858)		239-0788
(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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Premier Air Charter 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.

Date: March 31, 2026	By:	/s/ Sandra Bonar
		Sandra Bonar
		Chief Executive Officer

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