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UNITED
STATES |
OMB
APPROVAL |
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SECURITIES
AND EXCHANGE COMMISSION |
OMB
Number: 3235-0058 |
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Washington,
D.C. 20549 |
Expires:
September 30, 2028 |
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Estimated
average burden hours per response ... 2.50 |
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FORM
12b-25 |
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001-40809 |
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NOTIFICATION
OF LATE FILING |
SEC
FILE NUMBER |
| (Check
one): |
☒
Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR |
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For
Period Ended: |
December
31, 2025 |
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☐
Transition Report on Form 10-K |
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☐
Transition Report on Form 20-F |
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☐
Transition Report on Form 11-K |
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☐
Transition Report on Form 10-Q |
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☐
Transition Report on Form N-SAR |
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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
NextNRG,
Inc.
Full
Name of Registrant
N/A
Former
Name if Applicable
407
Lincoln Rd., #9F
Address
of Principal Executive Office (Street and Number)
Miami
Beach, Florida 33190
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 |
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| ☒ |
(b)
The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR 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 the reasons why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof,
could not be filed within the prescribed time period.
The
filing by NextNRG, Inc. (the “Company”) of the Company’s Annual Report on Form 10-K for the year ended December 31,
2025 (the “Annual Report”) will be delayed due to the additional time that is required to obtain and compile certain information
required to be included in the Annual Report, which delay could not be eliminated by the Company without unreasonable effort and expense.
The Company expects to file the Annual Report no later than April 15, 2026.
PART
IV — OTHER INFORMATION
| (1) |
Name
and telephone number of person to contact in regard to this notification |
| Laura
Anthony, Esq. |
|
(561) |
|
514-0936 |
| (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 ☐ |
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| (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 ☒ |
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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. |
NEXTNRG,
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:
March 31, 2026 |
By: |
/s/
Michael D. Farkas |
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Name:
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Michael
D. Farkas |
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Title: |
Chief
Executive Officer |
