Executive leave at Exyn Technologies (EXYN) stalls Q2 results

Rhea-AI Filing Summary

Exyn Technologies, Inc. notified that it will file its Form 10-Q for the quarter ended June 30, 2026 late. The Audit Committee, assisted by outside counsel, is conducting an internal investigation into allegations regarding use of a company credit card by an executive officer, and the company has placed that officer on leave. Because the investigation and related accounting review are ongoing, Exyn could not complete the report by the August 14, 2026 due date, but expects to file within five calendar days. For the three and six months ended June 30, 2026, Exyn expects higher operating expenses and a higher net loss than a year earlier, and lower revenues, driven mainly by public company costs, note-related non-operating expenses, and timing of customer projects and product deliveries.

Filing Explained

The August 17 late-filing notice confirms that Exyn’s June 30 10-Q remains unavailable while the company reviews the credit-card allegations, accounting treatment, and possible effects on previously issued financial statements and internal controls; the report is expected within five calendar days after August 14.

Key Figures

Quarter end date: June 30, 2026 Prior-year comparison date: June 30, 2025 Original Form 10-Q due date: August 14, 2026 +3 more

6 metrics

Quarter end date June 30, 2026 Quarterly period covered by the delayed Form 10-Q

Prior-year comparison date June 30, 2025 Reference period for comparing revenues, operating expenses, and net loss

Original Form 10-Q due date August 14, 2026 Prescribed SEC due date for the June 30, 2026 Form 10-Q

Extension period five calendar days Additional time Exyn expects to use under Rule 12b-25(b) for a 10-Q

Reporting periods affected three and six months ended June 30, 2026 Periods for which higher operating expenses, higher net loss, and lower revenues are expected

IPO month and year May 2026 Timing of IPO leading to new public company operating costs

Key Terms

Rule 12b-25, internal control over financial reporting, senior secured convertible promissory notes, Form 10-Q, +1 more

5 terms

Rule 12b-25 regulatory

"seeks relief pursuant to <b>Rule 12b-25(b)</b>"

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.

internal control over financial reporting financial

"impact, if any, on the Company's previously issued financial statements or on its <b>internal control over financial reporting</b>"

Internal control over financial reporting is a company’s system of procedures and checks designed to make sure its financial statements are accurate and complete, like a set of guardrails and verification steps that catch mistakes or fraud before numbers are published. Investors care because strong controls make reported results more trustworthy, lower the risk of surprise restatements or regulatory problems, and give greater confidence when valuing the company or comparing it to peers.

senior secured convertible promissory notes financial

"non-operating expenses associated with the modification and settlement of <b>senior secured convertible promissory notes</b>"

Form 10-Q regulatory

"unable to file its Quarterly Report on <b>Form 10-Q</b> for the period ending June 30, 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.

initial public offering financial

"operating as a public company following the Company's <b>IPO in May 2026</b>"

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

FAQ

Why is EXYN’s June 30, 2026 Form 10-Q being filed late?

Exyn Technologies disclosed it could not timely file its June 30, 2026 Form 10-Q because the Audit Committee, with outside counsel, is conducting an internal investigation and reviewing related accounting impacts, making on-time completion unfeasible without unreasonable effort or expense.

When does EXYN expect to file the delayed June 30, 2026 Form 10-Q?

Exyn Technologies expects to file the June 30, 2026 Form 10-Q no later than the fifth calendar day following the prescribed due date of August 14, 2026, in line with the extension permitted under Rule 12b-25(b) for quarterly reports.

What financial trends does EXYN anticipate for Q2 2026 compared to Q2 2025?

For the three and six months ended June 30, 2026, Exyn expects higher operating expenses and a higher net loss and lower revenues than the same 2025 periods, mainly due to public company costs, professional fees, and note-related non-operating expenses.

What are the main reasons for EXYN’s higher expenses in the June 30, 2026 period?

Exyn expects higher expenses primarily from increased personnel-related costs, professional fees, and other costs associated with preparing to be and operating as a public company after its IPO in May 2026, plus non-operating expenses from senior secured convertible note modifications and settlements.

Why does EXYN expect lower revenues for the three and six months ended June 30, 2026?

Exyn anticipates lower revenues for the three and six months ended June 30, 2026 versus the 2025 periods, which it attributes mainly to the timing of customer project activity and product deliveries, affecting when revenue can be recognized.

Have EXYN’s other SEC periodic reports been filed on time in the past 12 months?

Exyn Technologies stated that all other required periodic reports under the Securities Exchange Act for the preceding 12 months, or such shorter required period, have been filed, indicating this late filing relates specifically to the June 30, 2026 Form 10-Q.

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Available on EDGAR 08/17/2026 - 05:26 PM Accepted by SEC EDGAR 08/17/2026 - 05:25 PM Learn about SEC filing dates

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

SEC File Number: 001-43296 CUSIP Number: 30233T102

(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: June 30, 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: Not applicable

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

Full name of registrant	Exyn Technologies, Inc.
Former name if applicable	Not applicable
Address of principal executive office	2118 Washington Avenue, Suite 1000
City, State and Zip Code	Philadelphia, Pennsylvania 19146

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 appropriate box.)

x (a) The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;

x (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 Form N-SAR, 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 Form 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 unable to file its Quarterly Report on Form 10-Q for the period ending June 30, 2026 (the “Quarterly Report”) within the prescribed time period because the Audit Committee of the Board of Directors, with the assistance of outside counsel, is conducting an internal investigation into allegations that an executive officer used a Company-issued credit card to pay for personal travel and other personal expenses that were recorded as business expenses in the Company's books and records. The Company has placed the officer on a leave of absence pending the results of the investigation and is working diligently to complete this investigation promptly; however, because the investigation is ongoing, and the Company has not completed its review of the underlying facts, the appropriate accounting treatment, or the impact, if any, on the Company's previously issued financial statements or on its internal control over financial reporting, the Company was unable to complete and file the Quarterly Report by the required due date of August 14, 2026 without unreasonable effort and expense.  The Company does, however, expect to file the Quarterly Report within five calendar days thereof.

The Company expects to file the Form 10-Q no later than the fifth calendar day following the prescribed due date, in accordance with Rule 12b-25(b).

PART IV — OTHER INFORMATION

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

Pedro Ricardo Sotelo, Chief Financial Officer — (917) 806-1345

(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?

x 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.

For the three and six months ended June 30, 2026, the Company expects to report higher operating expenses and a higher net loss compared to the corresponding periods ended June 30, 2025, primarily due to increased personnel-related costs, professional fees, and other expenses associated with preparing to be and operating as a public company following the Company's IPO in May 2026, as well as non-operating expenses associated with the modification and settlement of senior secured convertible promissory notes. Revenues for the corresponding periods are expected to be lower, primarily attributable to the timing of customer project activity and product deliveries.

Exyn Technologies, 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: August 17, 2026	By: /s/ Pedro Ricardo Sotelo
	Pedro Ricardo Sotelo, Chief Financial Officer