Aphoenity International Holdings (LDSN) seeks extension to file 2025 10-K

Rhea-AI Filing Summary

Aphoenity International Holdings Inc. filed a Form 12b-25 notifying the SEC it cannot timely file its annual report on Form 10-K for the period ended December 31, 2025. The company requests an extension to allow its independent registered public accounting firm additional time to complete review of interim financial statements. The notification was signed on April 7, 2026. The registrant indicates a prior periodic report for June 30, 2025 was not filed and states it does not anticipate a significant change in results of operations for the subject period.

Key Figures

Form subject period: December 31, 2025 Missed periodic report date: June 30, 2025 Notification signature date: April 7, 2026

3 metrics

Form subject period December 31, 2025 annual report on Form 10-K for the year ended

Missed periodic report date June 30, 2025 periodic report required under Section 13 or 15(d) not filed

Notification signature date April 7, 2026 date the Form 12b-25 was signed by CEO Chun Fong SIM

Key Terms

Rule 12b-25, Form 12b-25, independent registered public accounting firm

3 terms

Rule 12b-25 regulatory

"could not be filed without unreasonable effort or expense"

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 12b-25 regulatory

"NOTIFICATION OF LATE FILING (Check one): x Form 10-K"

Form 12b-25 is a notice a publicly traded company files with the U.S. Securities and Exchange Commission when it cannot deliver a required periodic report (like a quarterly or annual financial report) on time. It explains the reason for the delay and gives the company a short, temporary window to finish the report without being marked as delinquent; investors watch it because late filings can signal accounting, operational, or control issues that may affect a company’s reliability and stock risk, much like a missed homework deadline can raise concerns about a student’s preparedness.

independent registered public accounting firm financial

"allow more time for our independent registered public accounting firm to complete their review"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

(Check one): x Form 10-K      o Form 20-F      o Form 11-K      o Form 10-Q      o Form 10-D      o Form N-CEN      o N-CSR

For Period Ended: December 31, 2025

o Transition Report on Form 10-K

o Transition Report on Form 20-F

o Transition Report on Form 11-K

o 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

Full Name of Registrant	Aphoenity International Holdings Inc.
Former Name if Applicable:
Address of Principal Executive Office (Street and Number):	35/F, Central Plaza, 18 Harbour Road, Wanchai
City, State and Zip Code:	Hong Kong, SAR PRC

1

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 Forms 10-K, 20-F, 11-K, Form N-SAR, 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 Forms 10-K, 20-F, 11-K, 10-Q, N-CEN, N-SAR, or the transition report portion thereof, could not be filed within the prescribed time period.

Aphoenity International Holdings Inc. (the “Company”) is unable to file its annual report on Form 10-K for the year ended December 31, 2025 within the prescribed time period without unreasonable effort and expense. We are requesting this extension to allow more time for our independent registered public accounting firm to complete their review of our interim financial statements.

PART IV - OTHER INFORMATION

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

Chun Fong SIM		+852		2824 8560
(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).
	o Yes x No
	June 30, 2025

(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:
	o Yes  x 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.

2

Aphoenity International Holdings 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	April 7, 2026		By:	/s/ Chun Fong SIM
				Chun Fong SIM Chief Executive Officer

3

FAQ

Why did Aphoenity (LDSN) file a Form 12b-25?

The company sought extra time so its auditors can finish reviewing interim financial statements. The extension request cites the independent registered public accounting firm’s need for additional review time before filing the Form 10-K for year ended December 31, 2025.

Has Aphoenity (LDSN) missed other periodic filings?

Yes. The notice indicates the periodic report for June 30, 2025 was not filed within the prior 12 months. The Form 12b-25 identifies that prior missed filing as part of the disclosure on the notification.

Will the delayed 10-K show a major change in results for Aphoenity (LDSN)?

The company states it does not anticipate any significant change in results of operations for the subject period. That statement appears in the notification; no quantitative change or estimate was provided.

When was the late-filing notification for Aphoenity (LDSN) signed?

The notification is dated and signed on April 7, 2026 by Chun Fong SIM, Chief Executive Officer. The filing supplies this date as the company’s authorized signature on the Form 12b-25.