HNO International delays July 31 10-Q filing

HNO International, Inc. filed a Form 12b-25 to notify that its Quarterly Report on Form 10-Q for the period ended July 31, 2025 will be filed late.

Rhea-AI Filing Summary

HNO International, Inc. filed a Form 12b-25 to notify that its Quarterly Report on Form 10-Q for the period ended July 31, 2025 will be filed late. The company is finishing amendments to its Form 10-K for the year ended October 31, 2024 and its Form 10-Qs for the quarters ended January 31, 2025 and April 30, 2025. It states these amendments must be completed first to keep financial information consistent, and it expects to file the July 31, 2025 Form 10-Q within the extension period allowed by Rule 12b-25.

Positive

• None.

Negative

• Delayed 10-Q and multiple amendments: The company is unable to timely file its Form 10-Q for the period ended July 31, 2025 and is concurrently amending its October 31, 2024 Form 10-K and its January 31 and April 30, 2025 Form 10-Qs, indicating notable financial reporting challenges.

Insights

Equity analyst – disclosure & reporting

HNO International delays its July 31, 2025 10-Q to complete multiple prior-period amendments, signaling reporting challenges but expecting filing within the allowed extension.

HNO International, Inc. is using Rule 12b-25 because it cannot file its Form 10-Q for the period ended July 31, 2025 without unreasonable effort or expense. The company explains that it is still working on amendments to its October 31, 2024 Form 10-K and its January 31, 2025 and April 30, 2025 Form 10-Qs.

The company states those amendments must be filed before the July 31, 2025 Form 10-Q to keep financial information consistent. It indicates that the July 31, 2025 Form 10-Q is expected to be filed within the extension period provided by Rule 12b-25, which limits how long the delay can last.

This pattern of amending several recently filed reports alongside a delayed current-quarter 10-Q can be viewed as a sign of financial reporting complexity or prior inaccuracies, even though no details are given here. Subsequent filings that complete these amendments and the delayed 10-Q will provide clearer insight into current results and historical adjustments.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Why did HNO International (HNOI) file a Form 12b-25?

HNO International filed Form 12b-25 because it cannot file its Form 10-Q for the period ended July 31, 2025 without unreasonable effort or expense. The company is still completing amendments to earlier 2024 and 2025 reports and needs those finished first for consistent financial information.

Which HNO International SEC reports are being amended?

The company is amending its Form 10-K for the year ended October 31, 2024 and its Form 10-Qs for the quarters ended January 31, 2025 and April 30, 2025. It states these amendments must be filed before the Form 10-Q for the period ended July 31, 2025.

How long is HNO International’s extension for the July 31, 2025 Form 10-Q?

HNO International indicates it will rely on the extension period provided by Rule 12b-25, which allows a quarterly report on Form 10-Q to be filed up to five calendar days after its original due date. The company expects to file within this specified extension window.

Does HNO International expect to file the delayed 10-Q soon?

Yes. The company states it expects to complete the amendments to its prior Form 10-K and Form 10-Qs and then file its Form 10-Q for the period ended July 31, 2025 within the extension period allowed under Rule 12b-25, indicating a near-term resolution is intended.

What period does the delayed HNO International Form 10-Q cover?

The delayed Form 10-Q covers HNO International’s quarter ended July 31, 2025. The company explains in the filing that it cannot complete this quarterly report without unreasonable effort or expense until it finalizes amendments to its October 31, 2024 Form 10-K and earlier 2025 Form 10-Qs.

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

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Accepted by SEC EDGAR 09/15/2025 - 04:54 PM Learn about SEC filing dates

	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 12b-25 NOTIFICATION OF LATE FILING	OMB APPROVAL
		OMB Number: 3235-0058
		Expires: September 30, 2025
		Estimated average burden hours per response ... 2.50
		SEC FILE NUMBER 000-56568  CUSIP NUMBER 404729 105

(Check one):		o  Form 10-K o  Form 20-F o  Form 11-K  ý  Form 10-Q o  Form 10-D o  Form N-CEN o  Form N-CSR
		For Period Ended:	July 31, 2025
		o   Transition Report on Form 10-K
		o   Transition Report on Form 20-F
		o   Transition Report on Form 11-K
		o   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

HNO INTERNATIONAL, INC.

______________________________________________________________________________________________

Full Name of Registrant

_____________________________________________________________________________________________

Former Name if Applicable

41558 Eastman Drive, Suite B

_______________________________________________________________________________________________

Address of Principal Executive Office (Street and Number)

Murrieta, CA 92562

_______________________________________________________________________________________________

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)

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	(a)	The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
ý	(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 the reasons 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.

We are unable to file, without unreasonable effort or expense, our Quarterly Report on Form 10-Q for the period ended July 31, 2025. The Company is in the process of completing amendments to its previously filed Form 10-K for the year ended October 31, 2024 and Form 10-Qs for the quarters ended January 31, 2025 and April 30, 2025. These amendments must be filed prior to the Form 10-Q for the quarter ended July 31, 2025 to ensure consistency of financial information. The Company expects to complete the amendments and file its Form 10-Q within the extension period provided by Rule 12b-25.

PART IV — OTHER INFORMATION

(1)	Name and telephone number of person to contact in regard to this notification
	Donald Owens		(951)		305-8872
	(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.

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HNO INTERNATIONAL, INC.

(Name of Registrant as Specified in Charter)

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

Date:	September 15, 2025	By:	/s/ Donald Owens
			Name: Donald Owens
			Title: Chief Executive Officer

Instruction: The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative's authority to sign on behalf of the registrant shall be filed with the form.

ATTENTION

Intentional misstatements or omissions of fact constitute Federal criminal violations. (See 18 U.S.C. 1001)

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