Firy (NASDAQ: FIRY) delays Q2 report, taps brief SEC extension

Rhea-AI Filing Summary

Firy Inc. notified regulators that it will file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 late and is using the five calendar day extension available under Rule 12b-25. The company states it needs additional time to complete procedures related to its quarterly reporting process and to finalize unaudited financial statements. It reports dedicating significant resources to complete the filing as soon as practicable and notes that it furnished a press release with preliminary Q2 2026 results on August 13, 2026, which remain subject to change pending completion of the Form 10-Q.

Key Figures

Extension period: five calendar days Quarter end date: June 30, 2026 Preliminary results press release date: August 13, 2026 +1 more

4 metrics

Extension period five calendar days Extension period available under Rule 12b-25 for the late Form 10-Q

Quarter end date June 30, 2026 Quarter ended for the subject Form 10-Q filing

Preliminary results press release date August 13, 2026 Date FIRY furnished preliminary Q2 2026 financial results on Form 8-K

Form 12b-25 signature date August 17, 2026 Date the notification of late filing was signed by the Chief Accounting Officer

Key Terms

Rule 12b-25, Quarterly Report on Form 10-Q, forward-looking statements, unaudited financial statements

4 terms

Rule 12b-25 regulatory

"The Company is filing for the five calendar day extension period available under Rule 12b-25"

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.

Quarterly Report on Form 10-Q regulatory

"file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026"

A quarterly report on Form 10-Q is a standardized financial filing public companies must submit to U.S. regulators every three months, summarizing recent financial results, cash flows, balance sheet changes, operations and material risks or legal developments. Investors treat it like a company report card that shows up-to-date facts rather than marketing copy, helping them track performance, spot trends, reassess risk and make buy or sell decisions.

forward-looking statements regulatory

"This Form 12b-25 contains forward-looking statements that involve risks and uncertainties"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

unaudited financial statements financial

"continuing to finalize its unaudited financial statements for the quarter ended June 30, 2026"

Unaudited financial statements are company-prepared reports of financial activity—such as income, expenses, assets and liabilities—that have not been examined or certified by an independent auditor. They offer a quicker, internal snapshot of performance, like a homeowner’s informal monthly budget compared with a bank-verified tax return. Investors use them to track recent trends and short-term results, but they carry less external verification than audited statements.

FAQ

Why did FIRY file a Form 12b-25 for its June 30, 2026 quarter?

FIRY filed Form 12b-25 because it cannot file its 2026 Q2 Form 10-Q within the prescribed time without unreasonable effort or expense. The company says it needs more time to complete procedures related to its quarterly reporting process and finalize unaudited financial statements.

What extension period is FIRY using for the late 2026 Q2 Form 10-Q?

FIRY is using the five calendar day extension period available under Rule 12b-25 for a late Form 10-Q. This extension allows the company a short additional window beyond the original due date to complete and file its quarterly report.

Has FIRY provided any preliminary financial information for Q2 2026?

Yes. FIRY states it furnished a press release with preliminary financial results for the quarter ended June 30, 2026 on August 13, 2026, attached as Exhibit 99.1 to a Form 8-K. These preliminary results are subject to change when the Form 10-Q is finalized.

What are the main reasons FIRY cites for the Form 10-Q delay?

FIRY explains it requires additional time to complete procedures associated with its quarterly reporting process and to finalize its unaudited financial statements. It notes that these tasks could not be completed in time without unreasonable effort or expense.

Does FIRY indicate when it expects to file the 2026 Q2 Form 10-Q?

FIRY indicates it expects to file within the five calendar day extension allowed under Rule 12b-25. The company adds it is dedicating significant resources and working diligently to complete the report as soon as practicable, but final results may differ from preliminary figures.

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Available on EDGAR 08/17/2026 - 05:20 PM Accepted by SEC EDGAR 08/17/2026 - 05:19 PM Learn about SEC filing dates

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 ☒ 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

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

FIRY INC.

Full Name of Registrant

N/A

Former Name if Applicable

6625 Badura Avenue

Address of Principal Executive Office (Street and Number)

Las Vegas, Nevada 89118

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. Firy Inc. (the “Company”) has determined that it will not be able to file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 (the “2026 Q2 Form 10-Q”) within the prescribed time period for such filing without unreasonable effort or expense. The Company is filing for the five calendar day extension period available under Rule 12b-25 of the Securities Exchange Act of 1934, as amended. The Company is unable to file its 2026 Q2 Form 10-Q within the prescribed period because it requires additional time to complete the procedures relating to its quarterly reporting process. The Company continues to dedicate significant resources to completing the 2026 Q2 Form 10-Q and is working diligently to complete the necessary work to file the report as soon as practicable. The Company is continuing to finalize its unaudited financial statements for the quarter ended June 30, 2026, and on August 13, 2026, the Company furnished a press release reporting certain preliminary financial results for the quarter ended June 30, 2026 as Exhibit 99.1 to its Current Report on Form 8-K furnished by the Company with the U.S. Securities and Exchange Commission on such date. The preliminary financial results are subject to change pending the completion of its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026. Actual results may differ from the preliminary financial results and other financial information presented in the press release due to the completion of the Company’s internal procedures, final adjustments and other developments that may arise between now and the time the results are finalized.

PART IV OTHER INFORMATION

(1)

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

Todd A. Valli

415

762-0511

(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 ☐

(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.

Forward-looking Statements

This Form 12b-25 contains forward-looking statements that involve risks and uncertainties. These forward-looking statements are identified by words such as “expects,” “intends” or other comparable terminology or by the context in which they are made. These forward-looking statements are estimates reflecting the best judgment of management and reflect the Company’s current expectations regarding the filing of the 2026 Q2 10-Q. These expectations may or may not be realized. Some of these expectations may be based on beliefs, assumptions or estimates that may prove to be incorrect. In addition, the Company’s business and operations involve numerous risks and uncertainties, many of which are beyond the Company’s control, which could result in the Company’s expectations not being realized. Such risks and uncertainties include, but are not limited to, the risks and uncertainties described in greater detail in the Company’s filings with the Securities Exchange Commission. Any forward-looking statements contained herein speak only as of the date of this Form 12b-25 and we undertake no obligation to revise or update any forward-looking statements for any reason, except as required by law.

FIRY INC.

(Name of Registrant as Specified in its Charter)

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

Dated: August 17, 2026			By:			/s/ Todd A. Valli
			Name:			Todd A. Valli
			Title:			Chief Accounting Officer