I- Digital Corp (IONI) delays 2025 Form 10-K; needs more time

Rhea-AI Filing Summary

I- Digital Corp notified the SEC it cannot timely file its Annual Report on Form 10-K for the year ended December 31, 2025 by the prescribed due date of March 31, 2026. The company says it needs additional time to prepare and review the financial statements and currently expects to file within the additional time allowed under Rule 12b-25.

Key Figures

Fiscal year end: December 31, 2025 Original due date: March 31, 2026 Form preparer phone: 866-440-2278 +2 more

5 metrics

Fiscal year end December 31, 2025 Form 10-K for the year ended

Original due date March 31, 2026 prescribed filing due date for the Form 10-K

Form preparer phone 866-440-2278 contact number listed on the notice

Form type NT 10-K (Rule 12b-25) notification of late filing for an annual report

Form expiration (OIRA) April 30, 2025 form expiration date printed on the cover page

Key Terms

Rule 12b-25, Form 10-K, prescribed due date, fifteenth calendar day

4 terms

Rule 12b-25 regulatory

"The Company seeks relief pursuant to Rule 12b-25(b)"

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-K regulatory

"unable to file its Annual Report on Form 10-K for the year ended December 31, 2025"

A Form 10-K is a comprehensive report that publicly traded companies are required to file annually with regulators. It provides a detailed overview of a company's financial health, operations, and risks, similar to a detailed health report. Investors use this information to assess the company's performance and make informed decisions about buying or selling its stock.

prescribed due date regulatory

"could not be filed within the prescribed time period"

fifteenth calendar day regulatory

"will be filed on or before the fifteenth calendar day following the prescribed due date"

		OMB APPROVAL
	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549	OMB Number:	3235-0058
		Expires:	April 30, 2025
		Estimated average burden hours per response............. 2.50
	FORM 12b-25	SEC FILE NUMBER
		CUSIP NUMBER
	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 Instruction (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

I-ON Digital Corp

Full Name of Registrant

N/A

Former Name if Applicable

1244 N. Stone Street, Unit 3

Address of Principal Executive Office (Street and Number)

Chicago, Illinois 60610

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, 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.

I-ON Digital Corp. (the “Company”) has determined that it is unable to file its Annual Report on Form 10-K for the year ended December 31, 2025 (the “Form 10-K”) by March 31, 2026, the due date for such filing. The Company is unable to file its Form 10-K within the prescribed time period because it requires additional time to prepare and review its financial statements, including the notes thereto, for the year ended December 31, 2025. As a result of this delay, the Company cannot, without unreasonable effort or expense, file its Form 10-K by the due date of March 31, 2026. The Company currently anticipates that it will file the Form 10-K within the additional time allowed by this report.

PART IV — OTHER INFORMATION

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

Carlos X. Montoya		866		440-2278
(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.

I-ON Digital Corp.

(Name of Registrant as Specified in Charter)

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

Date. March 31, 2026	By	/s/ Carlos X. Montoya
		Carlos X. Montoya
		President, Chairman

FAQ

Why did I- Digital Corp (IONI) file an NT 10-K notice?

The notice states the company needs more time to prepare and review its 2025 financial statements. It explains the Form 10-K for the year ended December 31, 2025 could not be filed by March 31, 2026 because completion requires additional effort.

When does I- Digital Corp expect to file its Form 10-K?

The company expects to file within the additional time permitted by Rule 12b-25. The notice indicates the filing will be made on or before the extended deadline provided under the rule.

Does the NT 10-K notice say there will be material changes to results?

The form includes a question about significant changes but the notice checks No regarding anticipated significant changes in results of operations compared to the prior year.

Will missing the March 31, 2026 due date trigger other disclosures?

The notice signals a late filing under Rule 12b-25 but does not state any additional disclosures. It confirms other periodic reports for the preceding 12 months were filed Yes per the form's checklist.

Who signed the NT 10-K notice for I- Digital Corp (IONI)?

The notice was signed by Carlos X. Montoya, listed as President and Chairman, and dated March 31, 2026, certifying the company submitted the Rule 12b-25 notification.