Ethema Health files Rule 12b-25 for Q1 2026

Ethema Health Corporation notified the SEC that it cannot timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 and is using Rule 12b-25 relief to file within the five-calendar-day extension.

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

NT 10-Q

Rhea-AI Filing Summary

Ethema Health Corporation notified the SEC that it cannot timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 and is using Rule 12b-25 relief to file within the five-calendar-day extension. The notification was signed on May 15, 2026.

The company states it is still compiling and reviewing financial information and does not anticipate material changes in results versus the prior year period. The company previously did not file its December 31, 2025 periodic report on schedule.

Insights

Routine late-filing notification invoking Rule 12b-25; seeks five-day extension.

The filing is a formal notification that Ethema Health Corporation cannot complete its Form 10-Q for the period ended March 31, 2026 without unreasonable effort or expense and will use the short extension provided by Rule 12b-25.

Key dependencies are completion of the quarterly review and compilation of required financial schedules. Future filings will confirm whether the review resolved outstanding items; timing referenced is the five-calendar-day Rule 12b-25 window.

Key Figures

Period Ended: March 31, 2026 Extension Period: five calendar days Notification Date: May 15, 2026

3 metrics

Period Ended March 31, 2026 Form 10-Q period end

Extension Period five calendar days Rule 12b-25 relief for quarterly reports

Notification Date May 15, 2026 Date the 12b-25 was signed by CEO Shawn E. Leon

Key Terms

Rule 12b-25, Form 10-Q, Notification of Late Filing

3 terms

Rule 12b-25 regulatory

"the five day extension period provided 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-Q regulatory

"Quarterly Report on Form 10-Q for the period ended March 31, 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.

Notification of Late Filing regulatory

"FORM 12B-25 NOTIFICATION OF LATE FILING"

A notification of late filing is a formal public statement that a company failed to submit a required regulatory report (for example, quarterly or annual financial statements) by the deadline. It matters to investors because missed filings can signal accounting, operational, or governance problems, may lead to fines or trading restrictions, and increases uncertainty about the company's transparency—like a public “we missed the deadline” flag that raises risk for shareholders.

FAQ

Why did GRST file a Form 12b-25 for the quarter ended March 31, 2026?

The company says it could not compile and review certain information without unreasonable effort or expense, so it invoked Rule 12b-25 to obtain a short extension to complete its Form 10-Q.

How long is the extension GRST expects under Rule 12b-25?

GRST indicates it will file within the five-calendar-day extension available for quarterly reports under Rule 12b-25, meaning the report is expected on or before the fifth calendar day after the prescribed due date.

Did GRST miss any other recent periodic reports?

The notification discloses that the company did not file the periodic report for the period ended December 31, 2025, indicating prior untimely filing in the preceding 12 months as reported in Part IV.

Does GRST expect material changes in quarterly results for Q1 2026?

The company states it does not anticipate any significant change in results of operations relative to the comparable prior period; it reports No to the question about anticipated significant changes in results.

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

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Accepted by SEC EDGAR 05/15/2026 - 11:24 AM

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12B-25

COMMISSION FILE NUMBER: 000-53488

NOTIFICATION OF LATE FILING

Check One:

	[ ]	Form 10-K
	[ ]	Form 20-F
	[ ]	Form 11-K
	[X]	Form 10-Q
	[ ]	Form 10-D
	[ ]	Form N-SAR
	[ ]	Form N-CSR

For Period Ended: March 31, 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: N/A

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: N/A

PART I. REGISTRANT INFORMATION.

The registrant is Ethema Health Corporation (the “Company”). The address of the Company’s principal executive office is 950 Evernia Street, West Palm Beach, Florida 33401

PART II. RULES 12B-25 (B) AND (C)

If the subject report could not be filed without unreasonable effort or expense and the Company seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check appropriate box.)

[X] (a) The reasons 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, 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 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

The Company is unable to file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 by the prescribed date without unreasonable effort or expense because the Company was unable to compile and review certain information required in order to permit the Company to file a timely and accurate report on the Company’s financial condition. The Company believes that the Quarterly Report will be completed and filed within the five day extension period provided 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:

Shawn E. Leon (416) 500 0020

(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 Company was required to file such report(s) been filed? If the answer is no, identify report(s).

[ ] Yes [X] No

December 31, 2025

(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 to be included in the subject report or portion thereof?

[ ]Yes [X] No

The Company is unable to file, without unreasonable effort and expense, its Quarterly Report on Form 10-Q for the period ended March 31, 2026 because the Company is still compiling and reviewing information to complete the quarterly review of the financial statements for that period and the Company is unable to give an estimate at this time. The Company anticipates that the Quarterly Report on Form 10-Q will be filed on or before the deadline.

Ethema Health Corporation has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.

	ETHEMA HEALTH CORP.

Dated: May 15, 2026	By:	/s/ Shawn E. Leon
		Shawn E. Leon
		Chief Executive Officer

Source: View Original Filing on SEC EDGAR