Graf Global (GRAF) delays 2025 10-K, expects filing within 15 days

Rhea-AI Filing Summary

Graf Global Corp. notifies the SEC it cannot file its Annual Report on Form 10-K for the period ended December 31, 2025 by the prescribed due date because it requires additional time to prepare and finalize its 2025 financial statements. The company states it expects to file the Annual Report within fifteen calendar days of the due date and cites management timing and finalization of financials as the reason. The filing is signed by James Graf, Chief Executive Officer, Chief Financial Officer and Chairman, dated April 1, 2026.

Key Figures

Period end: December 31, 2025 Filing relief window: fifteen calendar days Form filed: Form 12b-25 +2 more

5 metrics

Period end December 31, 2025 Annual report period end

Filing relief window fifteen calendar days Expected time to file the Form 10-K after due date

Form filed Form 12b-25 Notification of late filing submitted to SEC

Signature date April 1, 2026 Date the 12b-25 was signed by James Graf

Company address 1790 Hughes Landing Boulevard, Suite 400 Principal executive office, The Woodlands, TX 77380

Key Terms

Form 12b-25, Form 10-K, forward-looking statements

3 terms

Form 12b-25 regulatory

"NOTIFICATION OF LATE FILING — Form 12b-25"

Form 12b-25 is a notice a publicly traded company files with the U.S. Securities and Exchange Commission when it cannot deliver a required periodic report (like a quarterly or annual financial report) on time. It explains the reason for the delay and gives the company a short, temporary window to finish the report without being marked as delinquent; investors watch it because late filings can signal accounting, operational, or control issues that may affect a company’s reliability and stock risk, much like a missed homework deadline can raise concerns about a student’s preparedness.

Form 10-K regulatory

"Annual Report on Form 10-K 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.

forward-looking statements other

"This Notification of Late Filing on Form 12b-25 contains forward-looking statements"

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.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION	SEC FILE NUMBER
Washington, D.C. 20549	001-42142
FORM 12b-25	CUSIP NUMBER
	G4036C106
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

Graf Global Corp.

Full Name of Registrant

Former Name if Applicable

1790 Hughes Landing Boulevard, Suite 400

Address of Principal Executive Office (Street and Number)

The Woodlands, TX 77380

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 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.

Graf Global Corp. (the “Company”) has determined that it is unable, without unreasonable effort or expense, to file its Annual Report on Form 10-K for the year ended December 31, 2025 (the “Annual Report”) by the prescribed due date because the Company requires additional time to prepare and finalize its financial statements for the year ended December 31, 2025. The Company expects to file the Annual Report within fifteen calendar days of the due date thereof.

PART IV — OTHER INFORMATION

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

James Graf		(310)		745-8669
(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.

Forward Looking Statements

This Notification of Late Filing on Form 12b-25 (“Form 12b-25”) contains forward-looking statements. All statements that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation statements regarding the expected timing of filing the Annual Report. These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual future events, results or achievements to be materially different from the Company’s expectations and projections expressed or implied by the forward-looking statements. The important factors include, but are not limited to, the finalization of the Company’s financial statements for the fiscal year ended December 31, 2025, as well as the general business, financial, and accounting risks and the other important risk factors discussed under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission on March 13, 2025, and the Company’s other filings with the Securities and Exchange Commission. These forward-looking statements speak only as of the date of this Form 12b-25 and are based on information available to the Company as of the date of this Form 12b-25, and the Company assumes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

2

Graf Global 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: April 1, 2026	By:	/s/ James Graf
		James Graf
		Chief Executive Officer, Chief Financial Officer and Chairman

3

FAQ

Why did Graf Global Corp. (GRAF) file a Form 12b-25?

Because it needs more time to finalize 2025 financial statements. Management states additional effort is required to prepare and finalize the Annual Report on Form 10-K for the year ended December 31, 2025, delaying its prescribed filing date.

When does Graf Global expect to file its 2025 Form 10-K?

Within fifteen calendar days of the prescribed due date. The company explicitly states it expects to file the Annual Report on Form 10-K within fifteen calendar days following the original filing deadline.

Who signed the Form 12b-25 for Graf Global Corp. (GRAF)?

The form was signed by James Graf. The filing is signed and dated April 1, 2026 by James Graf, who is identified as Chief Executive Officer, Chief Financial Officer and Chairman.

Does the Form 12b-25 state specific accounting issues or restatements?

No specific accounting errors or restatements are described. The narrative only states the company requires additional time to prepare and finalize its financial statements for the year ended December 31, 2025.

Does Graf Global disclose forward-looking risks in the Form 12b-25?

Yes; it includes forward-looking statements cautionary language. The filing notes expected timing is management’s estimate and references risks that may affect actual results, citing prior Risk Factors in its 2024 Form 10-K.