Sentinel Holdings (NASDAQ: SNTL) delays 10-K; auditors completing review

Rhea-AI Filing Summary

Sentinel Holdings, Ltd. notifies the SEC it cannot timely file its Form 10-K for the period ended December 31, 2025 because auditors are still completing the audit. The company states the annual report will be filed no later than fifteen (15) calendar days after the original due date.

Key Figures

Fiscal period: December 31, 2025 Extension period: 15 calendar days Contact telephone: 408-750-0038

3 metrics

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

Extension period 15 calendar days Stated maximum extension to file the Form 10-K

Contact telephone 408-750-0038 Contact for notification (Kyle Madej, President)

Key Terms

Rule 12b-25, Form 10-K, auditing

3 terms

Rule 12b-25 regulatory

"The reasons described in reasonable detail in Part III of this form"

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 financial information to be contained in the registrant’s 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.

auditing financial

"The Company auditors are in the process of auditing the financial information"

SENTINEL HOLDINGS LTD. FORM 12B-25

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

Commission File Number: 000-21322

(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         

o	Transition Report on Form 10-K
o	Transition Report on Form 20-F
o	Transition Report on Form 11-K
o	Transition Report on Form 10-Q
o	Transition Report on Form N-SAR

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:   Not applicable 

PART I - REGISTRANT INFORMATION

Full Name of Registrant: Sentinel Holdings, Ltd.

Former Name if Applicable:  James Maritime Holdings, Inc.

Address of Principal Executive Office:  44262 North Division Street, Landcaster, CA 93535

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-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

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 period. 

The Company auditors are in the process of auditing the financial information of the Company.  The financial information to be contained in the registrant’s Form 10-K for the year ended December 31, 2025 cannot be completed on a timely basis without incurring undue hardship and expense due to unforeseeable circumstances.

The Company undertakes the responsibility of filing such annual report no later than fifteen (15) calendar days after its original due date.

PART IV - OTHER INFORMATION

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

Kyle Madej, President

Telephone: 408-750-0038

(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).   

x Yes   o 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?   

o Yes   x 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. 

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

Dated: March 31, 2026

By: Kyle Madej

Its: President and Chief Executive Officer

FAQ

Why did Sentinel Holdings (SNTL) file a Form 12b-25?

The company filed a Form 12b-25 because its auditors are still completing the audit and the financial information for the Form 10-K could not be finished on time. The company says it will file the annual report within fifteen (15) calendar days of the original due date.

When will Sentinel Holdings (SNTL) file its delayed 10-K?

Sentinel states it will file the Form 10-K for the year ended December 31, 2025 no later than fifteen (15) calendar days after the original due date. The company attributes the delay to ongoing auditing work that prevents timely completion.

Does the 12b-25 notice indicate material changes in Sentinel's results?

No. The company checked that it does not anticipate a significant change in results of operations versus the prior year. Sentinel explicitly answered No to the question about anticipated significant changes in the earnings statements to be included in the delayed 10-K.

Who can be contacted about Sentinel Holdings' (SNTL) late filing?

The designated contact is Kyle Madej, President, reachable at the telephone number listed in the notice. The filing provides the phone number 408-750-0038 for questions regarding this notification of late filing.