Dalrada Technology Group (DFCO) delays 10-Q while auditors finish review

Rhea-AI Filing Summary

Dalrada Technology Group, Inc. filed a notification that it will be late submitting its quarterly report on Form 10-Q for the period ended December 31, 2025. The company states the filing delay is because it is in the final review process with its auditors and indicates the report will be filed within the standard grace period allowed. Dalrada also reports that all other required periodic reports over the past 12 months have been filed and that it does not anticipate any significant change in results of operations compared with the same period last year.

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   [X] Form 10-Q   [_] Form 10-D  [_] Form N-CEN
                     [_] Form N-CSR

For Period Ended: December 31, 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: ________________________

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

Dalrada Technology Group, Inc.

Full Name of Registrant:

Dalrada Financial Corporation

Former Name if Applicable

600 La Terraza Blvd.

Address of Principal Executive Office (Street and Number)

Escondido, California 92025

City, State, 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 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 or 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 of 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 the reasons 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.

The company is in its final review process with its auditors.

PART IV - OTHER INFORMATION

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

Kyle McCollum		(949)		375-6566
(Name)		(Area Code)		(Telephone No.)

(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). [X] 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 [X] 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.

Dalrada Technology Group, Inc.

(Name of Registrant as Specified in Charter)

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

Date: February 17, 2026 By: /s/ Brian Bonar                           Brian Bonar Title: CEO

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FAQ

Why did Dalrada Technology Group (DFCO) file an NT 10-Q?

Dalrada Technology Group filed an NT 10-Q because it could not complete its quarterly report on time. The company explains it is in the final review process with its auditors, which required additional time beyond the original filing deadline.

Which period does Dalrada Technology Group’s delayed Form 10-Q cover?

The delayed Form 10-Q for Dalrada Technology Group covers the quarter ended December 31, 2025. The NT 10-Q notification formally extends the filing deadline under SEC Rule 12b-25 while the company and its auditors complete their final review work.

When does Dalrada Technology Group expect to file the late 10-Q?

Dalrada Technology Group indicates the late Form 10-Q will be filed within the five-calendar-day extension period allowed for quarterly reports. This timing is provided under SEC Rule 12b-25 for companies that submit a timely notification of late filing.

Does Dalrada Technology Group expect major changes in its results of operations?

Dalrada Technology Group does not expect significant changes in results of operations versus the same period last year. The NT 10-Q box for significant change is marked “No,” suggesting management anticipates broadly comparable operating results in the upcoming quarterly report.

Has Dalrada Technology Group (DFCO) been current with other SEC reports?

Dalrada Technology Group states that all other required periodic reports over the past 12 months have been filed. The company checked “Yes” to confirm its Exchange Act reporting obligations are otherwise current, aside from the delayed Form 10-Q addressed by this notice.

What SEC rule allows Dalrada Technology Group to extend its 10-Q deadline?

Dalrada Technology Group relies on SEC Rule 12b-25, which permits a short extension for late filings. For Form 10-Q, this rule allows up to five additional calendar days when the company files a timely notification explaining the reason for the delay.