American Fusion (AMFN) notifies SEC of late 10-Q; expects five-day filing

Rhea-AI Filing Summary

American Fusion, Inc. notified the SEC that it could not timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 due to delays completing its financial statements and MD&A. The company states it will file the Quarterly Report no later than the fifth calendar day following the prescribed due date.

Insights

SEC Filings Analyst

Routine late‑filing notice; company expects a short extension.

American Fusion submitted a Form 12b-25 stating the March 31, 2026 Form 10-Q could not be completed on time due to delays in preparing financial statements and management's discussion and analysis. The filing requests relief under Rule 12b-25.

The company anticipates filing the report within the five calendar day extension allowed for quarterly reports. Subsequent filings will show whether the extension resolved the timing issue or if further disclosure is required.

Key Figures

Quarter end: March 31, 2026 Extension window: five calendar days Form 12b-25 signature date: May 15, 2026

3 metrics

Quarter end March 31, 2026 Period ended for the delayed Form 10-Q

Extension window five calendar days Anticipated filing timeframe under Rule 12b-25 for quarterly reports

Form 12b-25 signature date May 15, 2026 Date the notice was signed by CEO Richard C. Hawkins

Key Terms

Form 12b-25, Form 10-Q, Rule 12b-25(b)

3 terms

Form 12b-25 regulatory

"filed a Form 12b-25 stating the Quarterly Report could not be filed on time"

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.

Form 10-Q financial

"Quarterly Report on Form 10-Q for the period 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.

Rule 12b-25(b) regulatory

"seeks relief pursuant to Rule 12b-25(b) because the report could not be filed without unreasonable effort"

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: 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

American Fusion, Inc.

Full Name of Registrant

N/A

Former Name if Applicable

401 N Carroll Ave., STE 192

Address of Principal Executive Office (Street and Number)

South Lake, TX 76092

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 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.

American Fusion, Inc. (the “Registrant”) was unable, without unreasonable effort or expense, to file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 (the “Quarterly Report”) within the prescribed time because of delays in completing the preparation of its financial statements and its management discussion and analysis The Registrant anticipates that it will file the Quarterly Report no later than the fifth calendar day following the prescribed filing date.

PART IV - OTHER INFORMATION

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

Richard C. Hawkins		+1		480-788-7420
(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.

American Fusion, Inc.

(Name of Registrant as Specified in Charter)

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 15, 2026	By:	/s/ Richard C. Hawkins
		Richard C. Hawkins
		Chief Executive Officer

FAQ

What did American Fusion (AMFN) file with the SEC?

American Fusion filed a Form 12b-25 notifying the SEC it could not timely file its Form 10-Q for the quarter ended March 31, 2026. The notice cites delays completing financial statements and MD&A and requests the short extension permitted for quarterly reports.

When does American Fusion expect to file the delayed 10-Q?

The company states it will file the Quarterly Report on Form 10-Q no later than the fifth calendar day following the prescribed due date. That timing aligns with the Rule 12b-25 allowance for late quarterly filings when reasonable effort or expense prevents timely filing.

Why did American Fusion miss the original filing deadline?

The registrant reported delays in completing its financial statements and its management discussion and analysis for the quarter ended March 31, 2026. The Form 12b-25 indicates these preparation delays prevented filing within the prescribed period without unreasonable effort or expense.

Does the Form 12b-25 indicate an expected change in results versus last year?

The Form 12b-25 includes the question about significant changes in operating results but does not attach an explanatory quantitative estimate. The company answered the question area but did not provide an attached narrative or numbers in this notice.

Who signed the Form 12b-25 for American Fusion?

The notice was signed by Richard C. Hawkins, Chief Executive Officer, and dated May 15, 2026. Contact information in the filing lists a phone number for the registrant, consistent with required signature and contact blocks on the form.