La Rosa Holdings (LRHC) cites accounting system switch, seeks 15-day 10-K extension

Rhea-AI Filing Summary

La Rosa Holdings Corp. filed an Amendment No. 1 to Form 12b-25 notifying the SEC that it cannot timely file its Annual Report on Form 10-K for the year ended 12/31/2025 because a switch to a new accounting system in Q4 2025 caused delays compiling and reviewing financial statements. The company states it expects to file the Form 10-K within the 15-day extension period allowed by Rule 12b-25.

Key Figures

Fiscal period end: 12/31/2025 Extension period: 15-day period Amendment date: 04/01/2026

3 metrics

Fiscal period end 12/31/2025 Year ended 12/31/2025 referenced for the Form 10-K

Extension period 15-day period Expectation to file within the 15-day extension afforded by Rule 12b-25

Amendment date 04/01/2026 Date the Amendment No. 1 to Form 12b-25 was signed by CEO Joseph La Rosa

Key Terms

Rule 12b-25, Form 12b-25/A, new accounting system

3 terms

Rule 12b-25 regulatory

"expects to file its Annual Report on Form 10-K within the 15-day period afforded by Rule 12b-25"

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/A regulatory

"This Amendment No. 1 to Form 12b-25 amends the Form 12b-25 originally filed"

new accounting system financial

"The Company switched to a new accounting system during the fourth quarter of 2025"

	UNITED STATES	OMB APPROVAL
	SECURITIES AND EXCHANGE COMMISSION	OMB Number:  3235-0058
		Expires: September 30, 2028
	Washington, D.C.  20549	Estimated average burden
		Hours per response   2.50
	FORM 12b-25/A (Amendment No.1)
		SEC FILE NUMBER
	NOTIFICATION OF LATE FILING
		CUSIP NUMBER

(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: 12/31/2025

☐ 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: n/a

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:

Explanatory Note

This Amendment No. 1 to Form 12b-25 amends the Form 12b-25 originally filed by the Registrant on March 31, 2026 (the “Original Form 12b-25”) and is filed to correct the Registrant’s response to Part III, and the Original Form 12b-25 as so amended is restated in its entirety.

PART I — REGISTRANT INFORMATION

La Rosa Holdings Corp.

Full Name of Registrant

n/a

Former Name if Applicable

1420 Celebration Blvd., 2nd Floor

Address of Principal Executive Office (Street and Number)

Celebration, Florida 34747

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. (Attach extra Sheets if Needed)

La Rosa Holdings Corp. (the “Company”) is unable, without unreasonable effort or expense, to file its Annual Report on Form 10-K for the year ended December 31, 2025 within the prescribed time period because the Company requires additional time to prepare and review its financial statements to ensure adequate disclosure of the financial information required to be included in the Form 10-K. The Company switched to a new accounting system during the fourth quarter of 2025, which resulted in unexpected delays in compiling certain necessary information and preparation of the Company’s financial statements for the fiscal year ended December 31, 2025. The Company expects to file its Annual Report on Form 10-K within the 15-day period following the prescribed due date afforded by Rule 12b-25 under the Securities Exchange Act of 1934, as amended. 

PART IV — OTHER INFORMATION

(1)	Name and telephone number of person to contact in regard to this notification
	Joseph La Rosa		321		250-1799
	(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.

2

La Rosa Holdings 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:	04/01/2026		By:	/s/ Joseph La Rosa
				Chief Executive Officer

INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be filed with the form.

ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations

(See 18 U.S.C. 1001).

3

FAQ

Why did La Rosa Holdings (LRHC) file an NT 10-K/A (Form 12b-25)?

La Rosa filed the amendment because it could not complete its Form 10-K for the year ended 12/31/2025 on time. The company said a switch to a new accounting system in Q4 2025 delayed compilation and review of required financial statements.

When does La Rosa expect to file its 2025 Form 10-K (LRHC)?

The company expects to file the Annual Report on Form 10-K within the 15-day period allowed under Rule 12b-25 following the prescribed due date. The amendment restates the original late-filing notice and updates Part III.

Does La Rosa say the delay reflects a change in results for 2025 (LRHC)?

La Rosa answered that all other periodic reports were filed and indicated no anticipated significant change in results of operations from the prior year period. The amendment does not provide quantitative changes to earnings or revenues.

Who signed the Form 12b-25/A for La Rosa Holdings (LRHC) and when?

The notification was signed by Joseph La Rosa, Chief Executive Officer, with the amendment dated 04/01/2026. Contact information for the company representative is provided in Part IV of the filing.