DarkPulse (DPLS) notifies SEC of late 10-Q filing after auditor review delay

Rhea-AI Filing Summary

DarkPulse, Inc. notified the SEC it will file its Form 10-Q for the period ended March 31, 2026 late. The company states the delay is because it "has been unable to complete the review process with the auditor." The notice was signed on May 15, 2026 by CEO Dennis O’Leary.

Insights

Corporate Governance Analyst

Late filing due to outstanding auditor review, routine but noteworthy for governance.

The filing states the Form 10-Q for the period ended March 31, 2026 could not be completed because the company "has been unable to complete the review process with the auditor." This is a factual disclosure of a procedural delay.

Implications depend on the auditor review outcome and timing; subsequent filings should clarify whether any adjustments to reported results are required and when the report will be filed.

Key Figures

Commission File Number: 000-18730 Period Ended: March 31, 2026 Notice Signed: May 15, 2026 +1 more

4 metrics

Commission File Number 000-18730 Form 12b-25 header

Period Ended March 31, 2026 Form 10-Q period covered by the delayed filing

Notice Signed May 15, 2026 Date the 12b-25 was signed by CEO Dennis O’Leary

Contact Phone (800) 436-1436 Contact listed on Part IV for the notification

Key Terms

Rule 12b-25, Form 10-Q, auditor review, Transition Report

4 terms

Rule 12b-25 regulatory

"Notification form titled FORM 12b-25 appears at top of the excerpt"

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.

Form 10-Q regulatory

"The cover checkboxes list Form 10-Q and the period ended 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.

auditor review financial

""has been unable to complete the review process with the auditor.""

Transition Report regulatory

"The header includes options for Transition Report on Form 10-Q"

U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON D.C. 20549

FORM 12b-25

Commission File Number 000-18730

NOTIFICATION OF LATE FILING

(Check One):

(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: March 31, 2026

☐ Transition Report on Form 10-K	☐ Transition Report on Form 10-Q
☐ Transition Report on Form 20-F	☐ Transition Report on Form N-SAR
☐ Transition Report on Form 11-K

For the Transition Period Ended:

Read Attached Instruction Sheet 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

Full Name of Registrant	DarkPulse, Inc.
Former Name if Applicable	Klever Marketing Inc.
Address of principal executive office	2325 E Camelback Rd, Suite 400
City, State and Zip Code	Phoenix, AX 85016

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, 20-F, 11-K or Form N-SAR, 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 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 the form 10-K, 11-K, 20-F, 10-Q or N-SAR, or the transition report or portion thereof could not be filed within the prescribed time period. (Attach extra sheets of needed.)

The Company has been unable to complete the review process with the auditor.

Part IV-Other Information

1.	Name and telephone number of person to contact in regard to this notification
	Dennis O’Leary	(800)	436-1436
	(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).
	☒ 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.

DarkPulse, 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: May 15, 2026	By /s/ Dennis O’Leary
	Dennis O’Leary, Chief Executive Officer

2

FAQ

Why did DarkPulse (DPLS) file a Form 12b-25?

The company filed a Form 12b-25 because it could not complete the auditor review. The notice states the delay stems from an incomplete review process with the auditor and serves to notify the SEC of the late Form 10-Q filing.

When is DarkPulse's reporting period covered by the delayed Form 10-Q?

The delayed report covers the quarter ended March 31, 2026. The 12b-25 specifically references the period end March 31, 2026 as the subject of the Form 10-Q that will be filed late.

Who signed the 12b-25 notice for DarkPulse (DPLS)?

The notice was signed by CEO Dennis O’Leary on May 15, 2026. The signature block on the form shows Dennis O’Leary signing on behalf of DarkPulse, Inc. on May 15, 2026.

Does the 12b-25 state when the Form 10-Q will be filed?

The form does not provide a specific refile date for the Form 10-Q. It discloses the reason for delay—an incomplete auditor review—but does not state a target filing date in the provided excerpt.

Did DarkPulse indicate anticipated changes to results in the delayed report?

The filing includes the standard question about changes to results but the excerpt does not indicate any anticipated change. No narrative or quantitative estimate of changed results appears in the provided text.