BT Brands, Inc. (BTBD) postpones Q2 2026 Form 10-Q under 12b-25

Rhea-AI Filing Summary

BT Brands, Inc. notified regulators that it will file its Quarterly Report on Form 10-Q for the period ended June 28, 2026 after the prescribed due date of August 12, 2026. The company cites an inability to obtain financial information from third-party providers on a timely basis without unreasonable expense or effort. It expects to submit the Form 10-Q on or before the fifth calendar day following the due date.

Positive

• None.

Negative

• The company delayed filing its Form 10-Q for the quarter ended June 28, 2026 beyond the August 12, 2026 due date due to information-gathering issues with third-party providers.

Key Figures

Quarter end date: June 28, 2026 Prescribed due date: August 12, 2026 Extension length: fifth calendar day +2 more

5 metrics

Quarter end date June 28, 2026 Period ended for the delayed Quarterly Report on Form 10-Q

Prescribed due date August 12, 2026 Original due date for the Form 10-Q before the 12b-25 extension

Extension length fifth calendar day Company expects to file Form 10-Q on or before the fifth day after the due date

CEO sign-off date August 10, 2026 Date Chief Executive Officer Gary Copperud signed the notification

Contact phone (307) 223-1663 Telephone number provided for inquiries about the notification

Key Terms

Form 12b-25, Quarterly Report on Form 10-Q, unreasonable expense or effort, Rule 12b-25

4 terms

Form 12b-25 regulatory

"BT Brands, Inc. is filing this Form 12b-25 with the Securities and Exchange Commission"

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.

Quarterly Report on Form 10-Q regulatory

"to postpone the filing of its Quarterly Report on Form 10-Q for the period ended June 28, 2026"

A quarterly report on Form 10-Q is a standardized financial filing public companies must submit to U.S. regulators every three months, summarizing recent financial results, cash flows, balance sheet changes, operations and material risks or legal developments. Investors treat it like a company report card that shows up-to-date facts rather than marketing copy, helping them track performance, spot trends, reassess risk and make buy or sell decisions.

unreasonable expense or effort regulatory

"unable to obtain financial information from third party providers on a timely basis without unreasonable expense or effort"

Rule 12b-25 regulatory

"seeks relief pursuant to Rule 12b-25(b), the following should be completed"

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.

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

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Available on EDGAR 08/10/2026 - 04:40 PM Accepted by SEC EDGAR 08/10/2026 - 04:39 PM Learn about SEC filing dates

FAQ

Why did BTBD (BT Brands, Inc.) file a Form 12b-25 for its June 28, 2026 quarter?

BT Brands filed Form 12b-25 because it could not obtain financial information from third-party providers in time to file its Form 10-Q by August 12, 2026 without unreasonable expense or effort.

Which report is delayed for BTBD (BT Brands, Inc.) in this NT 10-Q filing?

The delayed report is BT Brands’ Quarterly Report on Form 10-Q for the period ended June 28, 2026, which was originally due on August 12, 2026.

When does BTBD (BT Brands, Inc.) expect to file the late Form 10-Q?

BT Brands states it expects to file the Form 10-Q on or before the fifth calendar day following the prescribed due date of August 12, 2026, consistent with Rule 12b-25 relief.

What reason did BTBD (BT Brands, Inc.) give for the late Form 10-Q filing?

The company reports that it was unable to obtain financial information from third-party providers on a timely basis and that resolving this would have required unreasonable expense or effort.

Does BTBD (BT Brands, Inc.) indicate broader filing compliance issues in this NT 10-Q?

The form asks whether all other required periodic reports have been filed, but the excerpt does not detail the response, so only the June 28, 2026 Form 10-Q delay is specifically described.

Who signed BTBD (BT Brands, Inc.)’s Form 12b-25 for the late 10-Q?

The notification was signed by Gary Copperud, Chief Executive Officer, on August 10, 2026, acting on behalf of BT Brands, Inc. regarding the late Form 10-Q filing.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

		FORM 12b-25		SEC FILE NUMBER 333-233233
		NOTIFICATION OF LATE FILING		CUSIP NUMBER
				0557MQ 206

(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: June 28, 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 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

BT Brands, Inc.

Full Name of Registrant

Former Name if Applicable

6300 North Sagewood Drive, Suite H #217

Address of Principal Executive Office (Street and Number)

Park City UT 84098

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

BT Brands, Inc. (the “Company”) is filing this Form 12b-25 with the Securities and Exchange Commission (the “SEC”) to postpone the filing of its Quarterly Report on Form 10-Q for the period ended June 28, 2026 (the “Form 10-Q”) beyond August 12, 2026, the prescribed due date for such filing, because the Company was unable to obtain financial information from third party providers on a timely basis without unreasonable expense or effort. The Company expects to file its Form 10-Q on or before the fifth calendar day following the prescribed due date.

(Attach extra Sheets if Needed)

PART IV — OTHER INFORMATION

(1)	Name and telephone number of person to contact in regard to this notification
	Gary Copperud		(307)		223-1663
	(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.

2

BT Brands, 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 10, 2026	By.	/s/ Gary Copperud
			Chief Executive Officer

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).

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