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  4. [NT 10-Q] ORIGINCLEAR, INC. SEC Filing

OriginClear, Inc. (OCLN) seeks brief extension for Q2 2026 10-Q under Rule 12b-25

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

Rhea-AI Filing Summary

OriginClear, Inc. notified regulators that its Form 10-Q for the quarter ended June 30, 2026 will be filed late. Company auditors are still reviewing financial information, and management states the report cannot be completed on time without undue hardship and expense due to unforeseeable circumstances. OriginClear expects to file the quarterly report within five calendar days of the original due date and indicates that all other required periodic reports have been filed and that no significant change in results of operations versus the prior-year period is anticipated.

Positive

  • None.

Negative

  • None.
Reporting period Quarter ended June 30, 2026 Period covered by the delayed Form 10-Q
Extension length Five (5) calendar days Company expects to file within this period after the original due date
Other reports status All required reports filed Company states all other periodic reports in prior 12 months are current
Significant change in results Not anticipated Company does not expect significant change in results of operations vs prior year period
Form signed date August 13, 2026 Date the notification was signed by the CEO
Rule 12b-25 regulatory
"the registrant seeks relief pursuant to Rule 12b-25(b)"
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.
undue hardship and expense financial
"cannot be completed on a timely basis, without incurring undue hardship and expense"
results of operations financial
"any significant change in results of operations from the corresponding period"
"Results of operations" show how well a company is doing over a certain period, like a report card for its business activities. It includes things like sales, profits, and expenses, helping investors see if the company is growing or struggling. This information matters because it helps people decide if they want to invest in or support the company.
transition report regulatory
"transition report on Form 10-K, Form 20-F, Form 11-K, Form 10-Q"

FAQ

Why did OriginClear, Inc. (OCLN) file a Form 12b-25 for its June 30, 2026 10-Q?
OriginClear filed Form 12b-25 because auditors are still reviewing financial information and the Form 10-Q for June 30, 2026 cannot be completed on time without undue hardship and expense due to unforeseeable circumstances.

When does OriginClear, Inc. (OCLN) expect to file the delayed Form 10-Q?
OriginClear states it will file the June 30, 2026 Form 10-Q no later than five calendar days after the original due date, relying on the extension permitted under Rule 12b-25 for quarterly reports.

Does OriginClear, Inc. (OCLN) expect significant changes in results for the June 30, 2026 quarter?
OriginClear indicates it does not anticipate any significant change in results of operations versus the corresponding period of the prior fiscal year, based on the information to be included in the delayed Form 10-Q.

Are OriginClear, Inc. (OCLN)’s other SEC periodic reports current?
OriginClear states that all other periodic reports required under Section 13 or 15(d) of the Exchange Act during the preceding 12 months, or shorter required period, have been filed with the SEC.

Who signed OriginClear, Inc. (OCLN)’s Form 12b-25 for the late 10-Q?
The notification was signed on behalf of OriginClear by Cory Mertes, its Chief Executive Officer, dated August 13, 2026, indicating authorized company representation for the late-filing notice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

  

FORM 12b-25

 

NOTIFICATION OF LATE FILING

 

 

Commission File Number: 000-53955

 

 

(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:  June 30, 2026         

 

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

o

 Transition Report on Form N-SAR

 

For the Transition Period Ended: ________________

 

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:   Not applicable 

 

PART I - REGISTRANT INFORMATION

 

Full Name of Registrant: OriginClear, Inc.

 

Former Name if Applicable:

 

Address of Principal Executive Office:

600 Cleveland St., Ste 307

Clearwater FL 33755

 

 

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;

 

 

x

(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

 

(c)

The accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

 

Page 1 of 2

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 period. 

 

The Company auditors are in the process of reviewing the financial information of the Company.  Due to unforeseeable circumstances financial information to be contained in registrants Form 10-Q for the quarter ended June 30, 2026, cannot be completed on a timely basis, without incurring undue hardship and expense due to unforeseeable circumstance.

 

The Company undertakes the responsibility to file such quarterly report no later than five (5) calendar days after its original due date.

 

PART IV - OTHER INFORMATION

 

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

 

Cory Mertes, Chief Executive Officer

Telephone: 727-761-1630

 

(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).    

x Yes   o 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?    

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. 

 

OriginClear, Inc., has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized. 

 

 

 

 

Dated: August 13, 2026

 

/s/ Cory Mertes

 

By:

Cory Mertes

 

Its:

Chief Executive Officer

 

 

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Source: View Original Filing on SEC EDGAR