UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
| | NOTIFICATION OF LATE FILING | SEC FILE NUMBER 000-21816 |
| | | |
| | | CUSIP NUMBER 456910405 |
(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: 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:________________________ |
| 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 |
| INFINITE GROUP, INC. |
| Former Name if Applicable |
| N/A |
| Address of Principal Executive Office (Street and Number) |
| 175 Sully’s Trail, Suite 202 |
| City, State and Zip Code Pittsford, New York 14534 |
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 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, Form 20-F, 11-K, Form N-SAR or From 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 of 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-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
Infinite Group, Inc. (the "Registrant") was unable, without unreasonable effort or expense, to file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 (the "Quarterly Report") by the May 15, 2026, filing date applicable to smaller reporting companies due to a delay experienced by the Registrant in completing its financial statements and other disclosures in the Quarterly Report. As a result, the Registrant is still in the process of compiling required information to complete the Quarterly Report and its independent registered public accounting firm requires additional time to complete its review of the financial statements for the period ended March 31, 2026, to be incorporated in the Quarterly Report.
PART IV -OTHER INFORMATION
| (1) | Name and telephone number of person to contact in regard to this notification |
| | |
| | Richard Glickman | | 585 | | 485-5760 |
| | (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 |
| | |
| | Annual Report on Form 10-K for the period ending 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 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. Due to the significant reduction of work from the Company’s largest customer (a Federal Government subcontractor) during the second quarter of 2025, the Company estimates that its revenues decreased from approximately $1.7 million for the 3 month period ended March 31, 2025 to approximately $0.8 million in 2026. This caused the net operating loss to increase from approximately $260 thousand in 2025 to approximately $460 thousand in 2026. The net loss increased to approximately $692,000 for the 3 month period ended March 31, 2026, compared to a net loss of approximately $426,000 for the 3 month period ended March 31, 2025. |
| INFINITE GROUP, 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: May 15, 2026 | By: | /s/ Richard Glickman | |
| | | Name: | Richard Glickman | |
| | | Title: | VP Finance and Chief Accounting Officer | |
