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OMB
APPROVAL |
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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OMB
Number: |
3235-0058 |
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Expires:
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April
30, 2025 |
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Estimated
average burden hours per response............. 2.50 |
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FORM
12b-25 |
SEC
FILE NUMBER |
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CUSIP
NUMBER |
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NOTIFICATION
OF LATE FILING |
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| (Check
one): |
☐
Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form
10-Q ☐ Form 10-D ☐ Form N-CEN
☐
Form N-CSR |
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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
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)
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(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 |
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(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 Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 (the “Form 10-Q”) by May 15, 2026, the due
date for such filing. The Company is unable to file its Form 10-Q within the prescribed time period because it requires additional time
to prepare and review its financial statements, including the notes thereto, for the quarter ended March 31, 2026. As a result of this
delay, the Company cannot, without unreasonable effort or expense, file its Form 10-Q by the due date of May 15, 2026. The Company currently
anticipates that it will file the Form 10-Q 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). |
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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? |
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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.
May 15, 2026 |
By
|
/s/
Carlos X. Montoya |
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Carlos
X. Montoya |
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|
President,
Chairman |
