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GridAI Technologies (ENTO) delays 2025 10-K amid acquisition accounting review

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
NT 10-K

Rhea-AI Filing Summary

GridAI Technologies Corp. submitted a Form 12b-25 notification stating it could not timely file its Form 10-K for the year ended December 31, 2025 while it reviews accounting treatment and related disclosures for its recent acquisition of GridAI Corp. The company expects to file the 10-K no later than the fifteenth calendar day following the prescribed due date. The notification, signed by Anna Skowron, Interim Chief Financial Officer, indicates that other periodic reports for the prior 12 months have been filed and that no significant change in results of operations is anticipated to appear in the delayed report.

Positive

  • None.

Negative

  • None.

Insights

Delay due to acquisition accounting review; short extension requested.

The filing states the 10-K delay stems from a review of the accounting treatment and disclosures tied to a recent acquisition of GridAI Corp. That review can involve valuation, purchase accounting, allocation of consideration, and disclosure of pro forma or fair‑value adjustments.

Timing depends on completion of valuation work and any required auditor sign-off. The company expects to file within the 15‑calendar‑day extension permitted under Rule 12b‑25; subsequent filings will reveal the specific accounting conclusions and any material adjustments.

Administrative notice preserves compliance while extra review proceeds.

The 12b‑25 notice is an administrative step that informs regulators and investors the company needs extra time. It confirms other periodic reports were filed and that management does not anticipate a significant change in results versus prior year comparatives.

Stakeholders should watch the forthcoming 10‑K for acquisition accounting disclosures, auditor statements, and any adjustments disclosed after the review is complete.

Fiscal period December 31, 2025 Period ended for the delayed Form 10-K
Extension window 15 calendar days Expected latest filing date under Rule 12b-25
Notice date March 31, 2026 Date the Form 12b-25 was signed
Rule 12b-25 regulatory
"In accordance with Rule 12b-25 of the Securities Exchange Act"
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.
acquisition accounting financial
"reviewing the accounting treatment and other information related to our recent acquisition"
Form 10-K regulatory
"requesting an extension for filing of our 10-K Annual Report for the year ended December 31, 2025"
A Form 10-K is a comprehensive report that publicly traded companies are required to file annually with regulators. It provides a detailed overview of a company's financial health, operations, and risks, similar to a detailed health report. Investors use this information to assess the company's performance and make informed decisions about buying or selling its stock.

 

 

 

UNITEDSTATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

SEC FILE

NUMBER

 
CUSIP NUMBER

 

NOTIFICATION OF LATE FILING

 

(Check one):  x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ 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 ____________

 

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
 
GridAI Technologies Corp.
Full Name of Registrant
 
ENTERO THERAPEUTICS, INC.
Former Name if Applicable
 
777 Yamato Road, Suite 502
Address of Principal Executive Office (Street and Number)
 
Boca Raton, Florida, 33431
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).

 

x (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 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 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.

 

We are currently reviewing the accounting treatment and other information related to our recent acquisition of GridAI Corp. Due to the complexity of this matter, we require additional time to ensure that the financial statements are accurately presented in accordance with the relevant accounting standards. As such, we are requesting an extension for filing of our 10-K Annual Report for the year ended December 31, 2025. In accordance with Rule 12b-25 of the Securities Exchange Act of 1934, it is anticipated that the Registrant will file its Form 10-K no later than the fifteenth .calendar day following the prescribed due date.

 

PART IV - OTHER INFORMATION

 

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

 

Anna Skowron   416   312-0442
(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). 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

 

 2 

 

 

GridAI Technologies 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: March 31, 2026 By: /s/ Anna Skowron
    Anna Skowron
    Interim Chief Financial Officer

 

 3 

 

FAQ

Why did GridAI Technologies (ENTO) file a Form 12b-25?

The company said it needs extra time to review the accounting treatment and disclosures related to its recent acquisition of GridAI Corp. The review is cited as the reason for the delayed Form 10-K filing.

When does GridAI expect to file its delayed 2025 Form 10-K?

GridAI anticipates filing the Form 10-K no later than the fifteenth calendar day following the prescribed due date. The notice invokes Rule 12b-25 to request that extension.

Who signed the Form 12b-25 for GridAI Technologies?

The notification is signed by Anna Skowron, who is identified as the Interim Chief Financial Officer, and dated March 31, 2026.

Will the delayed 10-K likely show a major change in results of operations?

The company checked that it does not anticipate any significant change in results of operations from the corresponding period last year to be reflected in the delayed report.

Have other periodic reports been filed by GridAI in the past 12 months?

Yes. The Form 12b-25 indicates that all other periodic reports required under Sections 13 or 15(d) have been filed for the preceding 12 months.
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