INVO Fertility (NASDAQ: IVF) requests 15-day extension to file 2025 Form 10-K

Rhea-AI Filing Summary

INVO Fertility, Inc. notified the SEC it cannot file its Annual Report on Form 10-K for the year ended December 31, 2025 on time because it needs additional time to finalize financial statements and complete review of certain tax-related matters. The company expects to file within the 15-calendar-day extension period.

Key Figures

Fiscal period: December 31, 2025 Extension period: 15 calendar days Notification date: April 1, 2026 +2 more

5 metrics

Fiscal period December 31, 2025 Fiscal year end covered by the delayed Form 10-K

Extension period 15 calendar days Requested filing relief under Rule 12b-25(b)

Notification date April 1, 2026 Date the NT 10-K was signed by CEO Steve Shum

Anticipated operating change Significant change Company anticipates a significant change in results for 2025 vs. 2024

Contact phone (978) 878-9505 Contact provided for filing inquiries

Key Terms

Rule 12b-25, Form 10-K, extension period

3 terms

Rule 12b-25 regulatory

"The registrant 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

"The registrant is unable to file its Annual Report on Form 10-K for the fiscal 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.

extension period regulatory

"The registrant expects to file the Form 10-K within the extension period of 15 calendar days"

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 12b-25

Commission File Number: 001-39701

NOTIFICATION OF LATE FILING

☒ Form 10-K	☐ Form 20-F	☐ Form 11-K	☐ Form 10-Q
☐ Form 10-D	☐ Form N-SAR	☐ Form N-CSR

For Period Ended: December 31, 2025

☐ Transition Report on Form 10-K	☐ Transition Report on Form 10-Q
☐ Transition Report on Form 20-F	☐ Transition Report on Form N-SAR
☐ Transition Report on Form 11-K

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	INVO Fertility, Inc.
Former name if applicable
Address of principal executive office	5582 Broadcast Court
City, state and zip code	Sarasota, FL 34240

PART II

RULE 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, 20-F, 11-K or Form N-SAR or Form N-CSR, or portion thereof will be filed on or before the 15th 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 Form 10-K, 11-K, 20-F, 10-Q, N-SAR, N-CSR, or the transition report portion thereof, could not be filed within the prescribed time period.

The registrant is unable to file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 within the prescribed time period because additional time is required to finalize its financial statements to be filed as part of the Form 10-K. Specifically, the registrant needs additional time to complete its review of certain tax-related matters. The registrant expects to file the Form 10-K within the extension period of 15 calendar days.

PART IV

OTHER INFORMATION

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

Steve Shum		(978)		878-9505
(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 the 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.

The registrant anticipates a significant change in results of operations for the year ended December 31, 2025 as compared to the year ended December 31, 2024. As the registrant has not yet finalized its financial statements, including the completion of its review of certain tax-related matters, the registrant is unable to provide a reasonable estimate of the specific changes in results of operations at this time.

-2-

INVO Fertility, Inc.

(Name of Registrant as Specified in Charter)

Has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: April 1, 2026		/s/ Steve Shum
	By:	Steve Shum
	Title:	CEO

-3-

FAQ

Why did INVO Fertility (IVF) file an NT 10-K notification?

They requested extra time to finish tax-related reviews. The company said it needs additional time to finalize financial statements and complete its review of certain tax-related matters before filing the Form 10-K.

When does INVO Fertility expect to file its 2025 Form 10-K?

The company expects to file within 15 calendar days of the prescribed due date. The notification cites the Rule 12b-25 extension period and a plan to submit the annual report within that timeframe.

Does the NT 10-K state whether prior reports are current for IVF?

Yes — the company indicates required periodic reports have been filed. The form includes a checked response that prior periodic reports required under the Exchange Act have been filed during the relevant period.

Will the delayed 10-K include changes to 2025 results vs. 2024?

The company anticipates a significant change in results of operations for 2025 versus 2024. Because financial statements are not finalized, INVO Fertility did not provide a quantitative estimate of the change.

Who is the contact for this NT 10-K filing at INVO Fertility?

Contact: Steve Shum, CEO, at (978) 878-9505. The notification lists this person and telephone number for inquiries regarding the late filing.