Kinetic Seas (KSEZ) NT 10-Q for Sep 30, 2025 amid transitions

Kinetic Seas Incorporated filed a Form 12b-25 (NT 10-Q), notifying a late filing for the quarter ended September 30, 2025.

Rhea-AI Filing Summary

Kinetic Seas Incorporated filed a Form 12b-25 (NT 10-Q), notifying a late filing for the quarter ended September 30, 2025. The company cites its transition from a shell to an operating company, ongoing changes to operations, financial reporting processes, and internal controls, as well as a recent handover of accounting work from a third-party consultant to a new independent CPA firm. These shifts have extended review and reconciliation efforts. Kinetic Seas states it is working to complete the Form 10-Q as soon as practicable and expects to file within the extension period permitted by Rule 12b-25.

Insights

SEC reporting and disclosure analyst

Administrative late filing; company cites operational and accounting transitions.

Kinetic Seas filed a Form 12b-25 for its September 30, 2025 quarter, indicating the 10-Q will be delayed. The narrative attributes the delay to becoming an operating company, changes in reporting processes and internal controls, and switching accounting work to a new independent CPA firm.

The filing states the 10-Q is expected within the Rule 12b-25 extension, which typically covers short delays for quarterly reports. The impact depends on timely completion of reconciliations and review by the new firm; the filing provides no financial results.

Watch for the 10-Q filing to confirm the quarter’s results and any updates on internal control changes. Subsequent filings may provide additional detail on process enhancements or timelines.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Kinetic Seas (KSEZ) file?

Kinetic Seas filed a Form 12b-25 (NT 10-Q), notifying a late quarterly report.

Which period does the NT 10-Q cover for KSEZ?

It covers the quarter ended September 30, 2025.

Why is Kinetic Seas delaying its Form 10-Q?

The company cites its transition from a shell to an operating company, ongoing changes in reporting processes and internal controls, and a recent shift to a new independent CPA firm.

When does KSEZ expect to file the 10-Q?

The company expects to file within the extension period permitted by Rule 12b-25.

Who signed the notification for KSEZ?

It was signed by Edward Honour, Chief Executive Officer, on November 14, 2025.

Who is the KSEZ contact listed?

The contact is Edward Honour at (202) 570-0557.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 11/14/2025 - 04:30 PM Learn about SEC filing dates

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: September 30, 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

KINETIC SEAS INCORPORATED

Full Name of Registrant

Former Name if Applicable

1501 E. Woodfield Rd., Suite 114E

Address of Principal Executive Office (Street and Number)

Schaumburg, IL 60173

City, State, 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 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, 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.

Kinetic Seas Incorporated requires additional time to finalize the financial statements and related disclosures for the quarter ended September 30, 2025. During 2024 and 2025, the Company transitioned from a shell company to an operating company and continues to experience significant changes in its operations, financial reporting processes, and internal controls.

In addition, the Company recently transitioned its accounting functions from a third-party accounting consultant to a new independent CPA firm. This transition has required additional time for the new firm to complete its review, reconcile prior accounting work, and ensure accuracy in the Company’s quarterly financial reporting.

These factors have collectively delayed the completion and review of the Company’s financial statements. The Company is working diligently to complete the Form 10-Q as soon as practicable and expects to file it within the extension period permitted by Rule 12b-25.

PART IV - OTHER INFORMATION

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

Edward Honour		(202)		570-0557
(Name)		(Area Code)		(Telephone No.)

(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.

See above narrative.

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KINETIC SEAS INCORPORATED

(Name of Registrant as Specified in Charter)

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

Date: November 14, 2025	By:	/s/ Edward Honour
	Name:	Edward Honour
	Title:	Chief Executive Officer

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