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Atlantic American (AAME) delays 2025 Form 10-K, adopts ASU 2018-12

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

Rhea-AI Filing Summary

Atlantic American Corporation notified the SEC that it cannot timely file its Annual Report on Form 10-K for the year ended December 31, 2025 without unreasonable effort or expense. The delay stems from the Company’s adoption of ASU 2018-12 (insurance long‑duration contract guidance) with a transition date of January 1, 2024, requiring restatements of certain prior‑period balances and additional audit procedures. The Company states it does not anticipate a significant change in 2025 results of operations and expects to file the Form 10-K, including audited financial statements, within the extension period provided by Rule 12b-25.

Positive

  • None.

Negative

  • None.
Form period end December 31, 2025 Annual report period end
Transition date for ASU 2018-12 January 1, 2024 modified retrospective transition date
ASU adopted effective December 31, 2025 effective date of ASU 2018-12 adoption
SEC file number 000-03722 filing identifier on Form 12b-25
CUSIP 048209100 security identifier shown on form
ASU 2018-12 regulatory
"adopt ASU 2018-12, Financial Services—Insurance (Topic 944)"
modified retrospective method financial
"adopted ASU 2018-12 ... using the modified retrospective method"
Rule 12b-25 regulatory
"expects to file the Form 10-K ... within the extension period provided 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.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549



FORM 12b-25
 


NOTIFICATION OF LATE FILING



SEC File Number: 000-03722





CUSIP Number: 048209100
 

(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:

 
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
 
Atlantic American Corporation
Full Name of Registrant

Former Name if Applicable
 
4370 Peachtree Road, N.E.
Address of Principal Executive Office (Street and Number)

Atlanta, Georgia 30319
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;
       

(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 accountants 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.
 
Atlantic American Corporation (the “Company”) is unable to file its Annual Report on Form 10-K for the year ended December 31, 2025 (the “Form 10-K”) within the prescribed time period without unreasonable effort or expense.
 
The Company is required to adopt new accounting guidance prescribed by Accounting Standards Update No. 2018-12, Financial Services—Insurance (Topic 944)—Targeted Improvements to the Accounting for Long-Duration Contracts (“ASU 2018-12”). The Company has adopted ASU 2018-12 effective December 31, 2025, with a transition date of January 1, 2024 (the “Transition Date”), using the modified retrospective method, and certain balances require adjustment to conform to ASU 2018-12 as of the Transition Date. As a result, certain comparable prior period results in the Form 10-K will be restated to conform with the requirements of ASU 2018-12. The Company does not anticipate any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements.
 
The Company requires additional time to compile and analyze all requisite financial information, and the supporting documentation required by ASU 2018-12, in order to complete the Form 10-K and permit the Company’s independent registered public accounting firm to complete its audit procedures. The Company expects to file the Form 10-K, along with the audited financial statements, within the extension period provided by Rule 12b-25.


PART IV
OTHER INFORMATION

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

J. Ross Franklin

(404)

266-5500
(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 ☐ 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.
 
Not applicable.
 
Forward-Looking Statements
 
This document contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are all statements other than those of historical fact and are inherently subject to risks and uncertainties that could cause actual results to differ materially. These forward-looking statements include, without limitation, statements regarding the Company’s expectations as to the timing of the filing of the Form 10-K and its expectations with respect to the results of operations to be set forth in the Form 10-K. These statements are based on various assumptions, whether or not identified in this document, and on the current expectations of the Company’s management and are not guarantees of actual performance. Factors that could cause actual results to differ materially from the results expressed or implied by such forward-looking statements include, among others, the results of the Company’s financial reporting procedures and the possibility of adjustments in our financial reporting process generally. There may be additional risks that the Company does not presently know or that the Company currently believes are immaterial that could also cause actual results to differ from those expressed in or implied by these forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations as of the date of this document. The Company undertakes no obligation to update or revise any forward-looking statements contained herein, except as may be required by law. Accordingly, undue reliance should not be placed upon these forward-looking statements.


Atlantic American Corporation
(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/ J. Ross Franklin

   
J. Ross Franklin

   
Vice President and Chief Financial Officer



FAQ

Why did Atlantic American (AAME) file a Form 12b-25?

Atlantic American filed the Form 12b-25 because it cannot timely file its Form 10-K for the year ended December 31, 2025 due to adoption of ASU 2018-12 and required restatements that need additional audit work.

When did AAME adopt ASU 2018-12 and what transition date was used?

The Company adopted ASU 2018-12 effective December 31, 2025 with a transition date of January 1, 2024, using the modified retrospective method and adjusting certain prior‑period balances.

Will Atlantic American’s reported 2025 results change materially after restatement?

The Company states it does not anticipate any significant change in results of operations for the last fiscal year but will restate certain comparable prior‑period amounts to conform to ASU 2018-12.

When does AAME expect to file the delayed Form 10-K?

Atlantic American expects to file the Form 10-K, including audited financial statements, within the extension period provided by Rule 12b-25, allowing additional time for compilation and audit procedures.