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Allurion Technologies (ALUR) warns of risks as Q2 2026 10-Q filing is delayed

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

Rhea-AI Filing Summary

Allurion Technologies, Inc. notified regulators that it will not file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 by the original due date applicable to a non-accelerated filer, August 14, 2026. The company states that, without unreasonable effort or expense, it needs additional time to complete preparation and review of items that occurred after quarter end. Allurion is seeking relief under Rule 12b-25 and cautions that delays could lead to risks including potential NYSE delisting, becoming delinquent in SEC filings, possible regulatory investigations, and stockholder lawsuits, as described in its forward-looking statements disclaimer.

Positive

  • None.

Negative

  • Late Form 10-Q filing for quarter ended June 30, 2026 may increase regulatory scrutiny and uncertainty around current financial performance.
  • Company highlights risks including potential New York Stock Exchange delisting and becoming delinquent in SEC filings if delays persist.
  • Forward-looking statements note possible investigations, regulatory actions, penalties, and stockholder lawsuits arising from the delayed report.

Insights

Analyzing...

Quarter covered by delayed Form 10-Q Quarter ended June 30, 2026 Period for the Form 10-Q that could not be filed on time
Original Form 10-Q due date August 14, 2026 Due date applicable to a non-accelerated filer for the June 30, 2026 quarter
Registrant address 11 Huron Drive, Natick, Massachusetts 01760 Principal executive office location of Allurion Technologies, Inc.
Rule 12b-25 regulatory
"seeks relief pursuant to Rule 12b-25(b)"
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.
non-accelerated filer regulatory
"August 14, 2026 filing date applicable to a non-accelerated filer"
A non-accelerated filer is a publicly traded company whose market value and regulatory status place it in the smaller reporting category, so it faces longer deadlines and fewer near-term compliance requirements for filing financial reports with regulators. For investors, that matters because smaller companies often provide financial updates on a slower timetable and are subject to lighter external audit rules, which can affect how quickly new information reaches the market.
forward-looking statements regulatory
"includes “forward-looking statements” within the meaning of Section 27A"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
delist market
"the possibility that the New York Stock Exchange may delist the Company’s securities"
Delist means a company’s shares are removed from a public stock exchange so they can no longer be bought or sold on that market. Think of it like a product being taken off a supermarket shelf: the stock becomes harder to find, often leads to less trading, wider price swings, and reduced transparency, which matters to investors because it can limit ability to sell, change the value of holdings, and signal regulatory or financial problems.
stockholder lawsuits regulatory
"the risk that the Company may become subject to stockholder lawsuits or claims"

FAQ

Why did Allurion Technologies (ALUR) file a Form 12b-25 for its Q2 2026 report?
Allurion filed Form 12b-25 because it cannot file its Form 10-Q for the quarter ended June 30, 2026 by the August 14, 2026 due date without unreasonable effort or expense, citing the need to review items that occurred after quarter end.

Which specific filing by Allurion Technologies (ALUR) is being delayed?
The delayed filing is Allurion’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026. The company indicates it requires more time to complete preparation and review of post-quarter-end items before submitting this report.

Does Allurion Technologies (ALUR) expect to complete the Form 10-Q soon?
Allurion includes forward-looking statements about its expectations regarding the timing of filing the Form 10-Q, but also warns that completion and filing could take longer than expected, including beyond the extension period allowed under Rule 12b-25.

How does Allurion Technologies (ALUR) describe the cause of its Form 10-Q delay?
Allurion explains that it needs additional time to complete preparation and review of items occurring after quarter end for the period ended June 30, 2026, and that filing by the deadline would require unreasonable effort or expense.

What forward-looking statement cautions does Allurion Technologies (ALUR) provide in this notice?
Allurion notes that statements about the timing of the Form 10-Q filing are forward-looking and subject to risks, including delisting, regulatory actions, penalties, and lawsuits, and refers investors to the Risk Factors in its Form 10-K.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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: September 30, 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: N/A

 

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: N/A

PART I — REGISTRANT INFORMATION

ALLURION TECHNOLOGIES, INC.

(Full Name of Registrant)

 

Not Applicable

(Former Name if Applicable)

 

11 Huron Drive

(Address of Principal Executive Office (Street and Number))

 

Natick, Massachusetts 01760

(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)

 

 

 

 

 

 

 

 

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, 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 the reasons 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.

Allurion Technologies, Inc. (the “Company”) is unable, without unreasonable effort or expense, to file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 (the “Form 10-Q”) by the August 14, 2026 filing date applicable to a non-accelerated filer for the reasons discussed in this Form 12b-25.

The Company needs additional time beyond the original filing deadline for the Form 10-Q to complete its preparation and review of items that occurred subsequent to quarter end.

 

 

 

PART IV — OTHER INFORMATION

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)

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

 

 

 

 

 

 

 

 

 

Brendan M. Gibbons

 

 

 

(508)

 

 

 

647-4000

 

 

(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.

 

 

Cautionary Note on Forward-Looking Statements

 

This Form 12b-25 includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. All statements, other than statements of historical fact, included in this Form 12b-25 are forward-looking statements, including statements regarding the Company’s expectations regarding the timing of the filing with the SEC of the Form 10-Q. Such forward looking statements may be identified by, among other things, the use of forward-looking terminology such as “believe,” “expect,” “may,” “could,” “would,” “plan,” “intend,” “estimate,” “predict,” “potential,” “continue,” “should” or “anticipate” or the negative thereof or other variations thereon or comparable terminology.

 

Forward-looking statements are based on beliefs and assumptions by management and the Board of Directors of the Company (the “Board”), and on information currently available to the Board and management. A number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Potential consequences of the matters discussed in this Form 12b-25 include, but are not limited to: the risk that the completion and filing of the Form 10-Q will take longer than expected and will not be completed by the extension period provided by Rule 12b-25 of the Securities Exchange Act of 1934, as amended; the possibility that the New York Stock Exchange may delist the Company’s securities; the possibility that the Company will become delinquent in its filings with the SEC; the risk of investigations or actions by governmental authorities or regulators and the consequences thereof, including the imposition of civil or criminal penalties; and the risk that the Company may become subject to stockholder lawsuits or claims. It is very difficult to predict the effect of known factors, and the Company cannot anticipate all factors that could affect actual results that may be important to an investor. All forward-looking information should be evaluated in the context of these risks, uncertainties and other factors, including those factors disclosed under “Risk Factors” in the Company’s Annual Report on Form 10-K filed with the SEC on March 30, 2026, as amended, and the Company’s subsequent reports filed with the SEC.

 

All forward-looking statements in this Form 12b-25 are based on information available to the Company as of the date hereof. The Company undertakes no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

 

 

 

ALLURION TECHNOLOGIES, 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: August 14, 2026

 

By:

/s/ Brendan M. Gibbons

 

 

 

Name:

Brendan M. Gibbons

 

 

 

Title:

Chief Legal Officer

 

 

 

 

Source: View Original Filing on SEC EDGAR