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Sunrise Real Estate Group (NASDAQ: SRRE) delays Q1 2026 10-Q under Rule 12b-25

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

Rhea-AI Filing Summary

Sunrise Real Estate Group, Inc. submitted a Form 12b-25 notifying the SEC it cannot timely file its quarterly report on Form 10-Q for the period ended March 31, 2026. The company states it needs additional time to complete financial statements and expects to file within the extension period prescribed by Rule 12b-25.

Positive

  • None.

Negative

  • None.
Quarter ended March 31, 2026 period for the delayed Form 10-Q
Quarterly extension days 5 calendar days extension period for Form 10-Q under Rule 12b-25
Alternative extension (annual filings) 15 calendar days extension period for annual reports under Rule 12b-25
SEC file number 000-32585 registrant's SEC file number shown on the form
Rule 12b-25 regulatory
"expects to file the Form 10-Q within the extension period prescribed by Rule 12b-25"
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 12b-25 regulatory
"Form 12b-25 notification of late filing"
Form 12b-25 is a notice a publicly traded company files with the U.S. Securities and Exchange Commission when it cannot deliver a required periodic report (like a quarterly or annual financial report) on time. It explains the reason for the delay and gives the company a short, temporary window to finish the report without being marked as delinquent; investors watch it because late filings can signal accounting, operational, or control issues that may affect a company’s reliability and stock risk, much like a missed homework deadline can raise concerns about a student’s preparedness.
Form 10-Q financial
"quarterly report on Form 10-Q for the period ended March 31, 2026"
A Form 10-Q is a detailed report that publicly traded companies are required to file with regulators three times a year, providing an update on their financial health and business activities. It is important for investors because it offers timely insights into a company's performance, helping them make informed decisions about buying or selling stocks. Think of it as a regular check-up report that shows how well a company is doing.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

NOTIFICATION OF LATE FILING

OMB APPROVAL

OMB Number: 3235-0058

Expires: September 30, 2028 Estimated average burden hours per response...………2.50

SEC FILE NUMBER

000-32585

CUSIP NUMBER

 

 

 

(Check one): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K  
  x Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR

 

             For Period Ended: March 31, 2026
              ¨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: __________________________________________________

 

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

 

SUNRISE REAL ESTATE GROUP, INC.

Full Name of Registrant

 

 

Former Name if Applicable

 

No. 18, Panlong Road

Address of Principal Executive Office (Street and Number)

 

Shanghai, PRC 201702

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;

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.

 

SEC 1344 (01-19) Potential persons who are to respond to the collection of information contained in this Form are not required to respond unless the Form displays a currently valid OMB control number.

 

 

 

 

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.

 

The Registrant was unable, without unreasonable effort or expense, to file its quarterly report on Form 10-Q for the period ended March 31, 2026 due to the fact that the Registrant requires additional time to complete its financial statements and disclosures. The Registrant expects to file the Form 10-Q within the extension period prescribed by Rule 12b-25.

 

PART IV — OTHER INFORMATION

 

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

 

Steven W. Schuster, Esq.   212   448-6216
(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). x 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? x 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.

 

The Company anticipates that its results of operations for the quarter ended March 31, 2026 will reflect a material decrease in revenues and an increase in net loss as compared to the corresponding period in the prior fiscal year. Net revenues for the quarter ended March 31, 2026 were approximately $679,834, compared to approximately $9.8 million for the quarter ended March 31, 2025. Net loss for the quarter ended March 31, 2026 was approximately $3.5 million, compared to approximately $2.2 million for the quarter ended March 31, 2025. The changes were primarily attributable to the prolonged downturn in the People's Republic of China real estate industry.

 

SUNRISE REAL ESTATE GROUP, 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 May 15th, 2026   By   /s/ Mi Yong Jun

 

INSTRUCTION: The Form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the Form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be filed with the Form.

 

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

 

 

 

FAQ

Why did SRRE file a Form 12b-25 for the March 31, 2026 10-Q?

Sunrise Real Estate Group says it needs more time to complete its financial statements and disclosures for the quarter ended March 31, 2026. The company expects to file the Form 10-Q within the extension period allowed by Rule 12b-25.

How long is the extension period under Rule 12b-25 for a quarterly Form 10-Q?

For a quarterly report on Form 10-Q, Rule 12b-25 permits an extension of up to five calendar days following the prescribed due date. The filing states the registrant expects to file within that extension period.

Has Sunrise filed all other required periodic reports in the past 12 months?

The notification indicates that, for the preceding 12 months, all other periodic reports required under the Exchange Act have been filed; the company checked Yes to that question in Part IV of the form.

Does the Form 12b-25 say the March 31, 2026 results will differ materially from last year?

The registrant checked that it anticipates a significant change in results of operations compared with the corresponding period last fiscal year, according to Part IV of the notification.