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Regenerex Pharma (RGPX) delays 10-K filing amid board-initiated review

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

Rhea-AI Filing Summary

Regenerex Pharma, Inc. notified the SEC on Form 12b-25 that it cannot timely file its Form 10-K for the period ended December 31, 2025. The delay is due to an ongoing internal review initiated by independent board members and required coordination with external auditors and legal counsel. Auditors have advised they cannot complete audit procedures until sufficient progress in the review is made. The company states the review may lead to adjustments to previously reported financial information but cannot reasonably estimate any magnitude. The registrant intends to file the Form 10-K as soon as practicable after the review and audit work are completed.

Positive

  • None.

Negative

  • None.
SEC File Number 000-53230 cover header on Form 12b-25
Report period end December 31, 2025 subject Form 10-K period end
Notification date March 30, 2026 signature date on Form 12b-25
Company phone 877-761-7479 contact listed in Part IV
CUSIP 682738 10 9 cover header on Form 12b-25
Rule 12b-25 regulatory
"Form 12b-25 notification of late filing"
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.
internal review other
"ongoing internal review of certain matters raised by a company executive"
audit procedures financial
"auditors have advised that they are unable to complete their audit procedures"
Audit procedures are the specific tests and checks auditors perform on a company’s books, transactions, and internal controls to verify that financial statements are accurate and free of material mistakes or fraud. For investors they matter because robust procedures increase confidence that reported earnings and assets reflect reality; think of it like a thorough pre-purchase inspection that lowers the chance of hidden problems affecting the value of your investment.

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

NOTIFICATION OF LATE FILING

SEC FILE NUMBER

  000-53230
   
 

CUSIP NUMBER

  682738 10 9
   

 

(Check One):     [X] 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 the 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

 

REGENEREX PHARMA, INC.

Full Name of Registrant

 

Former Name if Applicable

 

5348 Vegas Drive #177

Address of Principal Executive Office (Street and Number)

 

Las Vegas, NV, 89108

  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;

[X]

(b)

The subject annual report, semi-annual report, transition report on Form 10-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. 

 

Regenerex Pharma Inc. is unable to file its Form 10-K within the prescribed time period without unreasonable effort or expense, as additional time is required to complete its financial statements, related disclosures, and audit procedures. This delay is primarily due to an ongoing internal review of certain matters raised by a company executive, as well as the need for continued coordination with the Company’s external auditors and consultation with legal counsel to ensure the accuracy and completeness of the filing. The internal review was initiated by the independent members of the Board of Directors and remains ongoing. The Company’s auditors have advised that they are unable to complete their audit procedures until sufficient progress has been made in connection with this review. The Company is working diligently to complete the internal review and to support its auditors in finalizing the audit. The Company intends to file its Form 10-K as soon as practicable following the completion of these processes. While the Company anticipates that the results of the review may lead to adjustments to previously reported financial information, it is not currently able to reasonably estimate the nature or magnitude of any such adjustments due to the ongoing status of the review.

 

PART IV - OTHER INFORMATION

 

(1)

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

 

 

Greg Pilant

 

877

 

761-7479

 
 

(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 the answer is no, identify report(s).

 

Yes [X] 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 [X]

 

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.

 

 

 

REGENEREX PHARMA, INC.

 
 

(Name of Registrant as Specified in Charter)

 

 

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

 

Date: March 30, 2026

By:

/s/ /s/ Greg Pilant

   

Greg Pilant

 

Title:

Chief Executive Officer

 

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).


FAQ

What does Regenerex (RGPX) say caused the Form 10-K delay?

Direct answer: The delay stems from an ongoing internal review and coordination with auditors and legal counsel. Context: Independent board members initiated the review; auditors say they cannot finish audit procedures until sufficient progress is made in that review.

When is Regenerex expected to file the delayed Form 10-K?

Direct answer: The company intends to file the Form 10-K as soon as practicable after completion of the internal review and audit work. Context: The filing will follow the completion of the review and required audit procedures; no specific filing date is provided.

Will Regenerex (RGPX) need to restate prior financials?

Direct answer: The company says the review may lead to adjustments to previously reported financial information. Context: Management cannot currently estimate the nature or magnitude of any adjustments because the review remains ongoing.

Has Regenerex filed other periodic reports on time in the last 12 months?

Direct answer: Yes, the company indicated that all other periodic reports required in the preceding 12 months have been filed. Context: That response appears on the Form 12b-25 checklist confirming prior filings were current.