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Relativity Acquisition Corp. (ACQC) files Form 12b-25 for late 10-Q

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

Rhea-AI Filing Summary

Relativity Acquisition Corp. submitted a Form 12b-25 notifying the SEC that its Quarterly Report on Form 10-Q for the period ended March 31, 2026 could not be filed on time because the company needs additional time to finalize its disclosures.

The notification was signed by Chief Executive Officer Tarek Tabsh on May 18, 2026. The company indicates no anticipated significant change in results from the comparable prior-year period.

Positive

  • None.

Negative

  • None.

Insights

Routine late-filing notice; no earnings revision flagged.

The filing is a standard Rule 12b-25 notification stating the Form 10-Q for the period ended March 31, 2026 could not be completed on time because the company needs more time to finalize disclosures. The submission preserves the company’s right to file within the permitted cure period.

Cash-flow or proceeds details are not provided in the excerpt; the company also checked that other periodic reports for the prior 12 months have been filed and indicated no anticipated significant change in operating results versus the comparable period.

Period Ended March 31, 2026 Form 10-Q reporting period
Notice Type Form 12b-25 Notification of late filing
Signature Date May 18, 2026 Date signed by CEO Tarek Tabsh
SEC File Number 333-204074 SEC file number shown on cover table
Contact Phone 212-407-4866 Registrant contact provided in the notice
Form 12b-25 regulatory
"Notification of Late Filing; states the filing type and cure mechanics"
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.
Transition Report regulatory
"Lists Transition Report on Form 10-K/20-F/11-K/10-Q for the Transition Period Ended"
Form 10-Q regulatory
"The Quarterly Report on Form 10-Q of Relativity Acquisition Corp. could not be filed"
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.

 

 

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

FORM 12b-25
   
   
   
  NOTIFICATION OF LATE FILING SEC FILE NUMBER    
333 204074      
               

 

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

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

 

Full Name of Registrant:
RELATIVITY ACQUISITION CORP.
Former Name if Applicable:

 

Address of Principal Executive Office (Street and Number)

c/o 3753 Howard Hughes Pkwy

Suite 200

 

City, State and Zip Code:
Las Vegas, NV 89169

 

 

 

 

 

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)

 

x

(a)     The reasons 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, 11-K, Form N-SAR or From 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 of transition report on Form 10-Q, 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, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

 

The Quarterly Report on Form 10-Q of Relativity Acquisition Corp. (the “Company”) could not be filed within the prescribed time period because the Company needs additional time to finalize its disclosures.

 

PART IV
OTHER INFORMATION

 

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

 

  Giovanni Caruso  212  407-4866
  (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 reports) 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? 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.  

 

 

 

 

 

RELATIVITY ACQUISITION CORP.

 
  (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 18, 2026 By: /s/ Tarek Tabsh
    Name: Tarek Tabsh
    Title: Chief Executive Officer

 

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).

 

GENERAL INSTRUCTIONS

 

1.This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules and Regulations under the Securities Exchange Act of 1934.
   
2.One signed original and four conformed copies of this form and amendments thereto must be completed and filed with the Securities and Exchange Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the General Rules and Regulations under the Act. The information contained in or filed with the form will be made a matter of public record in the Commission files.
   
3.A manually signed copy of the form and amendments thereto shall be filed with each national securities exchange on which any class of securities of the registrant is registered.
   
4.Amendments to the notifications must also be filed on form 12b-25 but need not restate information that has been correctly furnished. The form shall be clearly identified as an amended notification.

 

 

FAQ

What did Relativity Acquisition Corp. (ACQC) file with the SEC?

Relativity Acquisition Corp. filed a Form 12b-25 notifying the SEC of a late Form 10-Q for the period ended March 31, 2026. The company said it needs additional time to finalize disclosures and signed the notice on May 18, 2026.

Does the filing indicate a material change in results for ACQC?

The company indicated No when asked if a significant change in operating results versus the comparable period is expected. The notification therefore does not state that the upcoming 10-Q will reflect material earnings changes.

Who signed the 12b-25 for ACQC and when?

The Form 12b-25 was signed on behalf of Relativity Acquisition Corp. by Chief Executive Officer Tarek Tabsh on May 18, 2026. The signature certifies the company submitted the late-filing notice under Rule 12b-25.

Has ACQC filed other required periodic reports in the last 12 months?

The company checked Yes to the question asking whether all other required periodic reports under the Exchange Act were filed during the preceding 12 months. No delinquent periodic reports were identified in the excerpt.

How long does a company have to cure a late filing after Form 12b-25?

A Form 12b-25 preserves the registrant’s ability to file the delinquent report within the cure period set by the SEC (typically up to 5 calendar days for Form 10-Q or 15 calendar days for Form 10-K), though exact timing is not stated here.