American Resources (AREC) delays Q1 2026 10-Q; 2025 10-K still outstanding

Rhea-AI Filing Summary

American Resources Corporation notified the SEC on Form 12b-25 that its Quarterly Report on Form 10-Q for the period ended March 31, 2026 could not be filed on time because the required financial statements and the independent auditor's review could not be completed without unreasonable effort and expense. The notice states the Form 10-K for the year ended December 31, 2025 has not yet been filed. The notification is signed by Mark C. Jensen, Chief Executive Officer on May 15, 2026.

Insights

Corporate Reporting Specialist

Late filing cites incomplete audited financials and auditor review.

The filing explains the Form 10-Q for the period ended March 31, 2026 could not be completed and audited in time, invoking Rule 12b-25 relief. It also discloses the annual Form 10-K for the year ended December 31, 2025 remains outstanding.

Cash‑flow treatment and specific financial variances are not provided in the excerpt; subsequent filings will state the financial results and any adjustments. The current notice documents procedural delay, not a final financial outcome.

Audit & Compliance Advisor

Audit timing prevented timely completion of required financial statements.

The company states the independent auditor and management were unable to complete the necessary work without "unreasonable effort and expense," a common disclosure when audit processes or information-gathering are incomplete. The Form 12b-25 invokes the procedural relief available under Rule 12b-25.

Material changes to reported results are not described here; any significant operational changes or auditor qualifications would appear in the delayed Form 10-Q or the pending Form 10-K.

Key Figures

SEC File Number: 000-55456 CUSIP: 02927U 208 Period Ended: March 31, 2026 +2 more

5 metrics

SEC File Number 000-55456 cover page of Form 12b-25

CUSIP 02927U 208 cover page identification

Period Ended March 31, 2026 subject 10-Q period

Annual Period Outstanding December 31, 2025 Form 10-K year end noted as not filed

Notification Date May 15, 2026 signature date on Form 12b-25

Key Terms

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

4 terms

Form 12b-25 regulatory

"Form 12b-25 NOTIFICATION OF LATE FILING"

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.

Rule 12b-25(b) regulatory

"seeks relief pursuant to Rule 12b-25(b)"

Form 10-Q financial

"Annual Report on Form 10-Q for the period ending 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.

Form 10-K financial

"Form 10-K for the year ended December 31, 2025 has yet to be filed"

A Form 10-K is a comprehensive report that publicly traded companies are required to file annually with regulators. It provides a detailed overview of a company's financial health, operations, and risks, similar to a detailed health report. Investors use this information to assess the company's performance and make informed decisions about buying or selling its stock.

U.S. SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

SEC FILE NO. 000-55456

CUSIP NO.  02927U 208

☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q and 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:                     

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:	American Resources Corporation
Former Name if Applicable:	NGFC Equities, Inc.
Address of Principal Executive Office:	12115 Visionary Way, Fishers, IN 46038

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, 11-K, Form N-SAR 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 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-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

The Registrant’s Annual Report on Form 10-Q for the period ending March 31, 2026 could not be filed within the prescribed time period because the report and required financial statements could not be completed by the Company and subsequently audited by the Company’s independent auditor in a timely manner without unreasonable effort and expense.

Part IV - Other Information

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

Mark C. Jensen 317-855-9926

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 

The Company’s Form 10-K for the year ended December 31, 2025 has yet to be filed. 

3. Is it anticipated that any significant change in result 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. 

2

AMERICAN RESOURCES CORPORATION

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 15, 2026

AMERICAN RESOURCES CORPORATION
By:	/s/ Mark C. Jensen,
	Chief Executive Officer

3

FAQ

Why did AREC file a Form 12b-25 for the 10-Q?

The company states the Form 10-Q for the period ended March 31, 2026 could not be completed and audited in time, requiring additional work that would entail "unreasonable effort and expense." The notice invokes Rule 12b-25 procedural relief.

Has American Resources filed its 2025 Form 10-K?

No. The notice explicitly states the Form 10-K for the year ended December 31, 2025 has not yet been filed. The 12b-25 only addresses the late 10-Q and notes the outstanding 10-K.

Who signed the 12b-25 notice for AREC and when?

The notification is signed by Mark C. Jensen, Chief Executive Officer and dated May 15, 2026, as shown on the Form 12b-25 cover information.

Does the 12b-25 describe anticipated changes in results of operations?

The provided excerpt does not include any narrative or quantitative estimate of anticipated changes in results of operations; it limits its explanation to timing and audit completion constraints.

What happens next after a Form 12b-25 filing by AREC?

The company is expected to complete the financial statements and auditor review and file the delayed Form 10-Q (and the outstanding Form 10-K when ready). The 12b-25 documents the delay but does not set specific filing dates.