CIMG Inc. (IMG) delays Form 10-Q; reports higher revenue and bitcoin purchases

Rhea-AI Filing Summary

CIMG Inc. notified the SEC that it cannot timely file its Form 10-Q for the three months ended December 31, 2025 due to its accounting staff needing additional time to prepare the period’s financial statements and expects to file the Form 10-Q "as soon as practicable."

The notice states the company added the homology of medicine and food series and the computing power series to its revenue streams and continued sales of its Maca series, and anticipates revenue increased significantly for the quarter versus the prior-year period. It also discloses that the company acquired bitcoins during the quarter, and anticipates total assets increased significantly compared to December 31, 2024. The notification is signed by Jianshuang Wang, Chief Executive Officer, on February 18, 2026.

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Late 10-Q filing due to internal accounting timing; revenue and asset changes disclosed.

The notice states the company cannot file its Form 10-Q for the quarter ended December 31, 2025 because "accounting staff needs additional time to prepare the financial statements." The company says it will file the report "as soon as practicable."

The narrative discloses operational changes: added the homology of medicine and food series and the computing power series to revenue streams and continued the Maca series, leading management to anticipate revenue increased significantly year-over-year for the quarter. The filing also states the company acquired bitcoins, and expects total assets increased significantly relative to December 31, 2024. Timing and amounts are not provided in this excerpt; subsequent filings should contain the detailed financial statements and exact figures.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

	(Check One):	☐ 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:

Read Instructions (on back page) Before Preparing Form. Please Print or Type.

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:		CIMG Inc.
Former Name if Applicable:		Nuzee, Inc.
Address of Principal Executive Office		Room R2, FTY D, 16/F, Kin Ga Industrial Building,
(Street and Number):		9 San On Street
City, State and Zip Code:		Tuen Mun, Hong Kong

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, 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.

The Registrant is unable to file its Form 10-Q for the three months ended December 31, 2025 within the prescribed time period without unreasonable effort or expense because the Registrant’s accounting staff needs additional time to prepare the financial statements for the three months ended December 31, 2025. The Registrant anticipates that it will file its Form 10-Q as soon as practicable.

PART IV — OTHER INFORMATION

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

	Jianshuang Wang		+852		70106695
	(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.

For the three months ended December 31, 2025, the Company added the homology of medicine and food series and the computing power series to its revenue streams and product portfolio, and continued sales of its Maca series. The Company anticipates that, as a result, revenue for the three months ended December 31, 2025 increased significantly compared to the same period in 2024.

For the three months ended December 31, 2025, the Company acquired bitcoins, compared to none as of December 31, 2024. The Company anticipates that, as a result, total assets increased significantly compared to December 31, 2024.

CIMG 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: February 18, 2026	By:	/s/ Jianshuang Wang
		Jianshuang Wang
		Chief Executive Officer

FAQ

Why did CIMG Inc. (IMG) file a Form 12b-25 for the quarter ended December 31, 2025?

The company states its accounting staff needs additional time to prepare the quarter’s financial statements. The notification explains the delay is due to internal accounting timing and that the Form 10-Q will be filed "as soon as practicable."

Will CIMG Inc. (IMG) file the Form 10-Q after the 12b-25 notice?

Yes. The company states it anticipates filing the Form 10-Q "as soon as practicable." The notice does not provide a specific filing date or timetable for completion.

Did CIMG Inc. (IMG) report any material operational changes for the quarter?

Yes. The company added the homology of medicine and food series and the computing power series and continued sales of the Maca series, which it says led to significantly higher revenue versus the prior-year quarter.

Did CIMG Inc. (IMG) report any notable balance sheet changes for the period?

Yes. The company states it acquired bitcoins during the quarter and anticipates that total assets increased significantly compared to December 31, 2024. No dollar amounts are provided in this notice.

Who signed the 12b-25 notification for CIMG Inc. (IMG)?

The notification was signed by Jianshuang Wang, Chief Executive Officer, and dated February 18, 2026. Contact details in the form include a Hong Kong telephone number provided by the registrant.