Veea Inc. (VEEA) delays 2025 Form 10-K due to accounting-provider transition

Rhea-AI Filing Summary

Veea Inc. notified the SEC it cannot file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 within the prescribed time because of a recent transition in its outsourced corporate accounting services provider. The new advisors are reviewing historical records and subsequent events through Q1 2026, which has extended time needed for compilation and audit completion. The company expects to rely on Rule 12b-25 relief and the notice was signed by CFO Randal Stephenson on April 1, 2026.

Key Figures

Fiscal year end: December 31, 2025 Notice signed date: April 1, 2026 Rule 12b-25 cure window: 15 calendar days +2 more

5 metrics

Fiscal year end December 31, 2025 Period covered by the delayed Form 10-K

Notice signed date April 1, 2026 Date the Form 12b-25 was executed by CFO Randal Stephenson

Rule 12b-25 cure window 15 calendar days Maximum extension for annual reports under Rule 12b-25(b)

Company address 164 E. 83rd Street, New York, NY 10028 Principal executive office address provided on the notice

Contact telephone (212) 899-5596 Registrant contact listed on the notice

Key Terms

Form 12b-25, Rule 12b-25(b), subsequent events

3 terms

Form 12b-25 regulatory

"Form 12b-25 NOTIFICATION OF LATE FILING (Check One)"

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.

Rule 12b-25(b) regulatory

"seeks relief pursuant to Rule 12b-25(b)"

subsequent events financial

"reviewing subsequent events that occurred in the first quarter of 2026"

Events that happen after a company's financial reporting date but before its financial statements are finalized; they can either change the numbers in those statements or require an extra note explaining the new facts. Investors care because these developments — like a big legal judgment, a large sale, or a sudden loss — can alter the company’s financial picture or future prospects, much like discovering a major plumbing leak in a house right after the inspection would change a buyer’s view of the property.

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 the Transition Period Ended: _____________________________________

Read Instructions (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

Full Name of Registrant	Veea Inc.
Former Name if Applicable
Address of Principal Executive Office (Street and Number)	164 E. 83rd Street
City, State and Zip Code	New York, NY 10028

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 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.

The Registrant is unable to file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the “Form 10-K”) within the prescribed time period without unreasonable effort or expense.

The delay is primarily due to the recent transition in the Company’s outsourced corporate accounting services provider. The newly appointed accounting advisors are performing a comprehensive review of the Company’s historical accounting records, finalizing the compilation, and reviewing subsequent events that occurred in the first quarter of 2026.

This review has required additional time for the Company to compile and analyze supporting documentation and has also extended the time necessary for the Company’s independent registered public accounting firm to complete its audit procedures on the consolidated financial statements.

PART IV --OTHER INFORMATION

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

Randal Stephenson		(212)		899-5596
(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.

2

Veea 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: April 1, 2026	By:	/s/ Randal Stephenson
		Randal Stephenson
		Chief Financial Officer

3

FAQ

Why did VEEA file a Form 12b-25 instead of its 10-K?

VEEA filed the Form 12b-25 because a recent transition of its outsourced accounting services provider required a comprehensive review of historical records, extending compilation and audit work through the first quarter of 2026, delaying timely completion of the Form 10-K.

When is VEEA’s fiscal year‑end for the delayed Form 10-K?

The delayed Form 10-K covers the fiscal year ended December 31, 2025. The company states its new advisors are reviewing records and subsequent events through the first quarter of 2026 as part of completing the report.

Who signed the late‑filing notice for VEEA (VEEA)?

The Form 12b-25 was signed by Randal Stephenson, Chief Financial Officer, on April 1, 2026, certifying the company’s inability to timely file while the accounting review and audit procedures remain in progress.

Will VEEA use Rule 12b-25 relief and how long can it extend?

VEEA indicates reliance on Rule 12b-25 relief; under the rule the company may file the annual report within 15 calendar days after the prescribed due date, subject to the conditions stated in the rule and any applicable audit exhibit requirements.

Does this filing indicate VEEA missed other SEC periodic reports?

VEEA answered Yes to having filed all other required periodic reports in the preceding 12 months, indicating no additional missed periodic filings were identified in the Form 12b-25 notice.