[NT 10-Q] Pathward Financial, Inc. SEC Filing

Rhea-AI Filing Summary

Pathward Financial, Inc. cannot timely file its Quarterly Report on Form 10-Q for the period ended June 30, 2025 because it is completing restatements of prior filings. The company will amend its annual report for the year ended September 30, 2024 and its quarterly report for the quarter ended December 31, 2024, then expects to file the interim report for the quarter ended March 31, 2025 before filing the delayed June 30, 2025 report.

The restatements arise from errors in presentation of certain third-party lending and servicing relationships in the Credit Solutions business, specifically gross vs. net presentation and derivative accounting affecting held-for-investment loan balances. The company says it needs additional time to complete corrected financial statements and is working to file the amendments and the delayed reports promptly.

Positive

• Company disclosed the issue publicly and filed a Form 12b-25 to notify investors of the delay
• Plans to amend prior filings (annual report for the year ended September 30, 2024 and quarterly report for December 31, 2024) before completing the delayed report
• Management states it is working diligently to complete the restatement process and file the required reports promptly

Negative

• Unable to timely file the Form 10-Q for the quarter ended June 30, 2025
• Restatements involve gross vs. net presentation and derivative accounting for certain third-party lending and servicing relationships in the Credit Solutions business
• Errors affect held-for-investment loan balances, which could materially change reported assets and related income recognition

Insights

Financial Analyst

TL;DR: Restatements for loan presentation and derivative accounting make this a material disclosure that increases financial uncertainty.

The company’s notification shows it cannot file the June 30, 2025 Form 10-Q because it must first restate prior period financials, including the annual report for the year ended September 30, 2024 and the December 31, 2024 quarterly report. The issues are specific to gross versus net presentation and derivative accounting for third-party lending and servicing arrangements within the Credit Solutions segment, and they affect held-for-investment loan balances. Those items touch core balance sheet and disclosure areas, which can materially change reported asset balances and related income or expense recognition. The delay and restatement process raise near-term transparency and comparability concerns for investors until amended filings are available.

Corporate Governance Expert

TL;DR: Timely disclosure of restatement intent is appropriate, but governance questions about controls are likely to follow.

The filing candidly describes accounting errors prompting restatements for prior annual and quarterly reports and states the company is taking steps to complete corrected statements. From a governance perspective, restatements tied to presentation and derivative accounting for third-party lending arrangements often indicate weaknesses in accounting controls or judgmental areas requiring remediation. While the company’s disclosure and plan to file amendments is positive procedure-wise, stakeholders will expect clear disclosure of the financial impact, timing, and any control remediation in the amended filings.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

COMMISSION FILE NUMBER: 000-22140

(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: June 30, 2025

 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: ______________________________

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:

Not applicable.

PART I — REGISTRANT INFORMATION

Pathward Financial, Inc.

Full Name of Registrant

Meta Financial Group, Inc.

Former Name if Applicable

5501 South Broadband Lane

Address of Principal Executive Office (Street and Number)

Sioux Falls, South Dakota 57108

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.

Pathward Financial, Inc. (the “Company”) has determined that it is unable, without unreasonable effort or expense, to file its Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2025 (the “Form 10-Q”) on or before the prescribed filing date due. The Company has previously announced that it will amend its Annual Report on Form 10-K for the year ended September 30, 2024 to restate certain financial statements included therein and its Quarterly Report on Form 10-Q for the quarter ended December 31, 2024 to reflect restatement adjustments (the “Amendments”), after which the Company expects to file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 (the “Fiscal Q2 Form 10-Q”). The restatements are due to errors related to the Company’s gross vs. net basis presentation and derivative accounting, and financial reporting, of certain third-party lending and servicing relationships within the Credit Solutions business, within held-for-investment loan balances. As a result of such facts and circumstances, the Company requires additional time to complete its financial statements with respect to the Form 10-Q. The Company is working diligently to complete the restatement process and expects to file the Form 10-Q promptly after the filing of the Amendments and the Fiscal Q2 Form 10-Q.

PART IV — OTHER INFORMATION

(1)

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

Gregory A. Sigrist

(605)

782-1767

(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

Quarterly Report on Form 10-Q for the quarter ended March 31, 2025

(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.

Pathward Financial, 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 11, 2025						By:			/s/ Gregory A. Sigrist
									Gregory A. Sigrist
									Executive Vice President and Chief Financial Officer

FAQ

Why did Pathward (CASH) file a Form 12b-25 for its Q2 2025 10-Q?

The company cannot complete the Form 10-Q for the quarter ended June 30, 2025 because it must first restate prior filings to correct accounting presentation and derivative accounting related to certain third-party lending and servicing relationships.

Which prior reports will Pathward amend as part of the restatement?

Pathward expects to amend its Annual Report for the year ended September 30, 2024 and its Quarterly Report for the quarter ended December 31, 2024 to reflect restatement adjustments.

What accounting issues are driving the restatements at Pathward?

The restatements are due to errors in gross versus net presentation and derivative accounting for certain third-party lending and servicing relationships within the Credit Solutions business.

Will Pathward file other interim reports before the delayed Q2 2025 filing?

The company states it expects to file the quarterly report for the quarter ended March 31, 2025 (Fiscal Q2) after completing the Amendments and before filing the delayed June 30, 2025 report.

Who can investors contact about this notification?

The contact listed is Gregory A. Sigrist, Executive Vice President and Chief Financial Officer, at (605) 782-1767.