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OriginClear (OCLN) submits Rule 12b-25 notice for 2025 10-K

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
NT 10-K

Rhea-AI Filing Summary

OriginClear, Inc. submitted a Form 12b-25 notification reporting a late filing for its annual report (Form 10-K) for the period ended 2025-12-31. The filing requests relief under Rule 12b-25 and includes contact information for the company representative.

Positive

  • None.

Negative

  • None.
Period Ended 2025-12-31 Subject annual report period end
Estimated Burden Hours 2.50 hours Form 12b-25 estimated average burden per response
Contact Phone (727) 476-1330 Registrant contact listed on the form
Registrant Zip Code 33760 Registrant principal executive office address
Rule 12b-25 regulatory
"The reason described in reasonable detail in Part III of this Form"
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"
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.
Form 10-K financial
"Form 10-K For Period Ended: 20251231"
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.

 

 

  OMB APPROVAL
  UNITED STATES OMB Number: 3235-0058
  SECURITIES AND EXCHANGE COMMISSION Expires: May 31, 2025
  Washington, D.C. 20549 FORM 12b-25 Estimated average burden hours
  NOTIFICATION OF LATE FILING per response 2.50

 

(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: 20251231
     
    ☐ 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

 

OriginClear, Inc.

Full Name of Registrant

 

Former Name if Applicable

13575 58th Street North, Suite 200

Address of Principal Executive Office (Street and Number)

Clearwater, FL 33760

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)

  

 

 

PART IV — OTHER INFORMATION

 

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

 

  T. Riggs Eckelberry   727   476-1330
  (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

 

 

OriginClear, 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/ T. Riggs Eckelberry

 

3

 

FAQ

Why did OriginClear (OCLN) file a Form 12b-25?

The company filed Form 12b-25 to notify the SEC of a late annual report filing for the period ended 2025-12-31. The form states the company seeks relief under Rule 12b-25 and provides a narrative section for the reason.

Does the Form 12b-25 indicate when OriginClear will file the late 10-K?

The Form 12b-25 form permits the company to state a target filing window, but this excerpt does not specify a filing date. The form includes a narrative section where the expected filing timing would be provided.

Will the Form 12b-25 affect OriginClear's regular periodic reporting status?

A Form 12b-25 is a notification of late filing and does not by itself change reporting obligations. It signals the registrant is seeking additional time under Rule 12b-25 to submit the required report.

Who is the contact listed on OriginClear's Form 12b-25?

The contact listed is T. Riggs Eckelberry with phone number (727) 476-1330. That contact is provided for inquiries about the late filing notification.