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 |
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|
| |
☒ Form 10-Q |
☐ Form 10-D |
☐ Form N-CEN |
☐ Form N-CSR |
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| |
For Period Ended: |
June 30, 2026 |
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☐ Transition Report on Form 10-K |
|
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☐ Transition Report on Form 20-F |
|
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☐ Transition Report on Form 11-K |
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☐ Transition Report on Form 10-Q |
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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 notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
_____________________________________________________________________________________________
PART 1 – REGISTRANT INFORMATION
| Anavex Life Sciences Corp. |
| Full Name of Registrant |
| |
| N/A |
| Former Name if Applicable |
| |
| 630 5th Avenue, 20th Floor |
| Address of Principal Executive Office (Street and Number) |
| |
| New York, NY 10111 |
| 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.
Anavex Life Sciences Corp. (the “Company”) is unable to timely
file its Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2026 (the “Form 10-Q”) by the prescribed August
10, 2026 due date without unreasonable effort and expense due to the circumstances described below.
As previously disclosed in the Company’s Current Report on Form 8-K
filed on May 6, 2026, a special committee (the “Special Committee”) composed of independent directors of the Board of Directors
(the “Board”) terminated the employment of Dr. Christopher Missling as the Chief Executive Officer of the Company on April
30, 2026 for, among other things, conduct that the Special Committee believed was inconsistent with Company Policy. On May 4, 2026, the
Special Committee appointed Dr. Terrie Kellmeyer as Interim Chief Executive Officer.
The Company and its advisors require additional time to complete the preparation
and review of the Form 10-Q, including in light of the Special Committee’s review of certain matters related to the termination
of Dr. Missling. The Special Committee and the Company continue to work diligently to complete their work so that the Company can file
the Form 10-Q.
PART IV – OTHER INFORMATION
| (1) |
Name and telephone number of person to contact in regard to this notification |
| |
Sandra Boenisch |
(844) |
689-3939 |
| |
(Name) |
(Area Code) |
(Telephone Number) |
| |
|
|
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| (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). |
| |
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☐ Yes |
☒No |
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|
| |
The Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2026. |
| |
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| (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? |
| |
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☐ Yes |
☒ No |
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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. |
Forward-Looking Statements
This Form 12b-25 includes forward-looking statements.
All statements other than statements of historical facts contained in this Form 12b-25, including statements regarding the Company’s
business strategy and plans and objectives of management for future operations, are forward-looking statements. The words “believe,”
“may,” “estimate,” “continue,” “anticipate,” “intend,” “expect”
“should,” “forecast,” “potential,” “predict”, “could,” “would,”
“will,” “suggest,” “plan” and similar expressions, as they relate to the Company, are intended to
identify forward-looking statements. Investors are cautioned not to place undue reliance on any such forward-looking statements, which
speak only as of the date they are made. Such forward-looking statements are subject to a number of risks, uncertainties and assumptions
including, but are not limited to, the risk that the Company may take longer to complete and file the Form 10-Q than currently anticipated.
The Company undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or
otherwise, except as required by law.
Anavex Life Sciences 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: August 10, 2026 |
By: |
/s/ Sandra Boenisch, CPA, CGA |
| |
Title: |
Principal Financial Officer, Treasurer |
ATTENTION
Intentional misstatements or omissions of fact constitute
Federal Criminal Violations (See 18 U.S.C. 1001).
