Greenwich LifeSciences misses 10-K deadline

Rhea-AI Filing Summary

Greenwich LifeSciences, Inc. notifies the SEC that it could not timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and expects to file the report by April 15, 2025, within the fifteen‑calendar‑day extension permitted under Rule 12b-25. The company attributes the delay to effort and expense required to complete the Annual Report.

The filing states research and development expense increased by approximately $4.6 million (about 35%) to $17.5 million for the year ended December 31, 2025 from $12.9 million in 2024, driven primarily by clinical expenses for the Phase III clinical trial; these amounts remain under review and may differ in the final Form 10-K.

Insights

Corporate Finance Analyst

Timely filing delay noted; financial impact limited to higher R&D disclosure.

The notification confirms a late Form 10-K filing under Rule 12b-25 with an asserted extension to April 15, 2025. This is an administrative relief mechanism permitting a short delay while finalizing disclosures and auditor sign-offs.

Material items to watch in the final filing include the $17.5 million R&D figure and any auditor statements; subsequent filings will clarify whether the reported 35% R&D increase is finalized.

Clinical Program Financial Specialist

Higher Phase III costs cited; R&D increase quantified but provisional.

The company links the R&D rise of $4.6 million to increased Phase III clinical expenses. This explains part of the reporting delay when trial accounting and accruals require reconciliation.

Future disclosure should confirm the final R&D total and any related accruals or milestones; timing and auditor review are the immediate dependencies.

Key Figures

Form period end: December 31, 2025 Expected filing date: April 15, 2025 R&D expense 2025: $17.5 million +4 more

7 metrics

Form period end December 31, 2025 Fiscal year end being reported

Expected filing date April 15, 2025 Expected 10-K filing under Rule 12b-25 extension

R&D expense 2025 $17.5 million Approximate R&D for year ended December 31, 2025

R&D increase amount $4.6 million Increase in R&D versus 2024

R&D increase rate 35% Approximate percentage increase year-over-year

R&D expense 2024 $12.9 million R&D for year ended December 31, 2024

Form signed date March 31, 2026 Date notification was signed by CEO Snehal Patel

Key Terms

Rule 12b-25, Form 10-K, Phase III clinical trial

3 terms

Rule 12b-25 regulatory

"within the extension period of fifteen calendar days permitted 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.

Form 10-K regulatory

"unable to file its Annual Report on Form 10-K for the fiscal 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.

Phase III clinical trial medical

"primarily the result of increases in clinical expenses for the Phase III clinical trial"

A phase iii clinical trial is the late-stage study where a new drug or medical treatment is tested in large groups of patients to confirm effectiveness, monitor side effects, and compare it to current standard care. For investors, successful results are a major milestone because they greatly increase the chance of regulatory approval and market access, similar to a final test flight that clears a new airplane for commercial service.

FAQ

What does Greenwich LifeSciences' NT 10-K filing mean for GLSI investors?

It means GLSI has notified the SEC of a late 10-K and will use a Rule 12b-25 extension. The company expects to file the Annual Report by April 15, 2025 under the 15-day extension, while finalizing disclosures and auditor items.

How much did Greenwich LifeSciences' R&D spending change in 2025 (GLSI)?

Research and development expense rose by about $4.6 million, or approximately 35%. Reported R&D is approximately $17.5 million for 2025 versus $12.9 million in 2024, pending final review in the 10-K.

Why is Greenwich LifeSciences (GLSI) late filing its Form 10-K?

The company states it cannot file the Annual Report without unreasonable effort and expense. Management cites the need to complete and review financial and clinical expense items, which are being finalized prior to filing.

When did Greenwich LifeSciences sign the late filing notification?

The notification was signed by CEO Snehal Patel and dated March 31, 2026, certifying the intent to use the Rule 12b-25 extension and the expected April 15, 2025 filing date as stated in the form.

Will the R&D figures in the NT 10-K notice be final in the 10-K?

The R&D amounts are provisional and "still under review," so figures may differ. The company reported approximately $17.5 million for 2025; the final Form 10-K will present audited amounts and disclosures.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 03/31/2026 - 04:30 PM Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 12b-25

Commission File Number: 001-39555

NOTIFICATION OF LATE FILING

☒ Form 10-K	☐ Form 20-F	☐ Form 11-K	☐ Form 10-Q
☐ Form 10-D	☐ Form N-SAR	☐ Form N-CSR

For Period Ended: December 31, 2025

☐ 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: _______________________________________

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	Greenwich LifeSciences, Inc.
Former name if applicable
Address of principal executive office	3992 Bluebonnet Dr, Building 14
City, state and zip code	Stafford, TX 77477

PART II

RULE 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 Form N-CSR, or portion thereof will be filed on or before the 15th 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 the reasons why Form 10-K, 11-K, 20-F, 10-Q, N-SAR, N-CSR, or the transition report portion thereof, could not be filed within the prescribed time period.

Greenwich LifeSciences, Inc. (the “Company”) is unable to file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the “Annual Report”) within the prescribed time period without unreasonable effort and expense. The Company currently expects to file the Annual Report by April 15, 2025, within the extension period of fifteen calendar days permitted under Rule 12b-25 of the Securities Exchange Act of 1934, as amended.

PART IV

OTHER INFORMATION

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

Snehal Patel		(832)		819-3232
(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 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.

Research and development expenses are anticipated to have increased by approximately $4.6 million, or approximately 35%, to approximately $17.5 million for the year ended December 31, 2025 from approximately $12.9 million for the year ended December 31, 2024. The increase was primarily the result of increases in clinical expenses for the Phase III clinical trial.

The amounts reported above are still under review and may differ once reported in the December 31, 2025 Form 10-K.

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Greenwich LifeSciences, Inc.

(Name of Registrant as Specified in Charter)

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

Dated: March 31, 2026		/s/ Snehal Patel
	By:	Snehal Patel
	Title:	Chief Executive Officer

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