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AMC Robotics (AMCI) files Form 12b-25 after business combination; Q1 results noted

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

Rhea-AI Filing Summary

AMC Robotics Corporation has notified the SEC that it cannot timely file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 and submitted a Form 12b-25 seeking additional time under Rule 12b-25. The company attributes the delay to work needed to compile information following the completion of a recent business combination and other matters.

The notice discloses expected preliminary results: approximately net income $143,000 for the three months ended March 31, 2026 versus a net loss of $77,177 for the three months ended March 31, 2025, and total revenues $1,185,000 for the three months ended March 31, 2026 versus $1,792,525 the prior year period. The Form 12b-25 was signed by Min Ma, VP Finance, on May 15, 2026.

Positive

  • None.

Negative

  • None.
Net income (Q1 2026) $143,000 three months ended March 31, 2026
Net loss (Q1 2025) $77,177 three months ended March 31, 2025
Total revenues (Q1 2026) $1,185,000 three months ended March 31, 2026
Total revenues (Q1 2025) $1,792,525 three months ended March 31, 2025
Form type filed Form 12b-25 notification of late filing for Form 10-Q
Signature date May 15, 2026 date Form 12b-25 signed by VP Finance
Rule 12b-25 regulatory
"could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to 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 10-Q regulatory
"unable to file its Quarterly Report on Form 10-Q for the quarter 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.
business combination financial
"resulting from the completion of its recent business combination and other matters"
A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.

 

 

 

UNITED STATES    
SECURITIES AND EXCHANGE COMMISSION    
Washington, D.C. 20549   OMB APPROVAL
    OMB Number: 3235-0058
FORM 12b-25   Expires: September 30, 2028
    Estimated average burden
    Hours per form 2.50

 

NOTIFICATION OF LATE FILING   SEC FILE NUMBER
    001-41574

 

    CUSIP NUMBER
    001661 107

 

(Check One): Form 10-K Form 20-F Form 11-K Form 10-Q Form 10-D Form N-SAR 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

☐ Transition Report on Form N-SAR

 

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: N/A

 

 

 

PART I – REGISTRANT INFORMATION

 

AMC Robotics Corporation

 

Full Name of Registrant

 

N/A

 

Former Name if Applicable

 

12 East 49th Street, Suite 1805

 

Address of Principal Executive Office (Street and Number)

 

New York, New York 10017

 

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 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-SAR or Form-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 the Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period. (Attach extra sheets if needed)

 

AMC Robotics Corporation (the “Company”) is unable to file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 (the “Form 10-Q”) within the prescribed time period without unreasonable effort and expense to the Company. The Company requires additional time to compile and process the information necessary resulting from the completion of its recent business combination and other matters.

 

PART IV – OTHER INFORMATION

 

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

 

  Min Ma   (734)   709-5127
  (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.

 

The Company expects to report (i) net income of approximately $143,000 for the three months ended March 31, 2026 compared to a net loss of $77,177 for the three months ended March 31, 2025 and (ii) total revenues of approximately $1,185,000 for the three months ended March 31, 2026 compared to total revenues of $1,792,525 for the three months ended March 31, 2025.

 

2

 

 

AMC Robotics 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: May 15, 2026 By: /s/ Min Ma
    Min Ma, VP, Finance

 

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).

 

3

 

 

FAQ

Why did AMC Robotics (AMCI) file a Form 12b-25 for Q1 2026?

AMC Robotics says it could not complete its Form 10-Q without unreasonable effort and expense. The company cites information compilation after a recent business combination and other matters that require additional time to finalize the quarterly report.

What preliminary financial results did AMC Robotics disclose in the notice?

The company expects net income of approximately $143,000 for Q1 2026 and total revenues of about $1,185,000. It also reported a prior period net loss of $77,177 and prior revenues of $1,792,525 for Q1 2025.

Who signed the Form 12b-25 on behalf of AMC Robotics?

The Form 12b-25 was signed by Min Ma, VP, Finance, on May 15, 2026. The form indicates an authorized representative executed the notification on the company’s behalf.

Will AMC Robotics still file the delayed Form 10-Q and by when?

The notice invokes Rule 12b-25 relief and states the company requires additional time to compile required information. The Form 12b-25 process permits a short extension, but the exact filing date for the Form 10-Q is not provided in the excerpt.

Does the notice indicate a material change in results versus prior year quarter?

Yes. The company expects a swing to net income of approximately $143,000 for Q1 2026 versus a net loss of $77,177 in Q1 2025, and a decline in revenues from $1,792,525 to $1,185,000 year-over-year.