Graphene & Solar Technologies (GSTX) files notice of late annual report

Rhea-AI Filing Summary

Graphene & Solar Technologies Limited filed a notification that it will not be able to submit its Annual Report on Form 10-K for the year ended September 30, 2025 by the normal deadline. The company states it needs additional time to complete the presentation of certain information in its financial statements and related notes, and to compile supporting documentation.

The company indicates it expects to file the Form 10-K no later than fifteen calendar days after the prescribed filing date, relying on the grace period allowed under SEC Rule 12b-25.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

commission file number 333-174194

NOTIFICATION OF LATE FILING

(Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR

For Period Ended: September 30, 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

☐  Transition Report on Form N-SAR

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

Graphene & Solar Technologies Limited

Full Name of Registrant

Former Name if Applicable

11201 North Tatum Blvd., Suite 300

Address of Principal Executive Office (Street and Number)

Phoenix, AZ 85028

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, 11-K, Form N-SAR, or 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 Form 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

Graphene & Solar Technologies Limited (the “Company”) is unable to file its Annual Report on Form 10-K for the year ended September 30, 2025 (the “Annual Report”) within the prescribed time period without unreasonable effort and expense. The Company requires additional time (1) to complete its presentation of certain information in its financial statements and notes thereto that are contained in the Annual Report and (2) to compile supporting documentation for such information. The Company expects that the Annual Report will be filed no later than fifteen days after the prescribed filing date.

PART IV – OTHER INFORMATION

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

Jason May		602		388-8335
(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.

Graphene & Solar Technologies Limited
(Name of Registrant as Specified in Charter)

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

Date: December 31, 2025	By:	/s/ JASON MAY
		Jason May
		Chief Executive Officer

FAQ

Why did Graphene & Solar Technologies (GSTX) file a Form 12b-25?

Graphene & Solar Technologies Limited filed a Form 12b-25 because it cannot file its Annual Report on Form 10-K for the year ended September 30, 2025 within the prescribed time period without unreasonable effort and expense.

Which report is delayed for Graphene & Solar Technologies (GSTX)?

The delayed report is the company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2025.

What reasons does GSTX give for the late Form 10-K filing?

The company states it needs additional time to complete the presentation of certain information in its financial statements and notes, and to compile supporting documentation for that information.

When does Graphene & Solar Technologies expect to file the late Form 10-K?

The company expects that the Annual Report on Form 10-K will be filed no later than fifteen days after the prescribed filing date, consistent with the extension allowed under Rule 12b-25.

Does the Form 12b-25 for GSTX mention significant changes in results of operations?

The notification includes the standard question about whether a significant change in results of operations is anticipated, but the excerpt does not provide an accompanying explanation of any such change.

Who signed the late filing notification for Graphene & Solar Technologies?

The notification was signed on behalf of the company by Jason May, who is identified as the Chief Executive Officer.