Olenox Industries (NASDAQ: OLOX) delays 2025 Form 10-K to April 15, 2026

Rhea-AI Filing Summary

Olenox Industries notified the SEC it cannot timely file its Form 10-K for the year ended December 31, 2025 because post‑deal consolidations took longer than expected after a merger and multiple 2025 acquisitions. The company said some acquired entities were unaudited, it has engaged new auditors, and it currently expects to file the Form 10-K by April 15, 2026.

Insights

Accounting & Audit Specialist

Delay driven by post‑acquisition consolidation and auditor transition.

The filing explains that a 2025 merger and multiple acquisitions lengthened consolidation, in part because some acquired entities were unaudited. That increases audit scope and documentation work as auditors verify historical balances and financial statement roll‑forwards.

Timing depends on completion of audits and consolidated adjustments; the company sets an expected filing date of April 15, 2026. Subsequent periodic reports and the auditor’s completion letter will clarify final adjustments and any material impacts on results.

Key Figures

Form period: December 31, 2025 Expected filing date: April 15, 2026 Notification date: April 1, 2026 +1 more

4 metrics

Form period December 31, 2025 Period covered by the delayed Form 10-K

Expected filing date April 15, 2026 Date the company currently expects to file the Form 10-K

Notification date April 1, 2026 Date the Rule 12b-25 notification was signed

Corporate activity year 2025 Year when the merger and multiple acquisitions occurred

Key Terms

Rule 12b-25, Form 10-K, unaudited, consolidation

4 terms

Rule 12b-25 regulatory

"Form 12b-25 notification of late filing; seeks relief under 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 10-K regulatory

"Unable to file its Form 10-K for the year ended December 31, 2025"

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.

unaudited financial

"some of the entities having been unaudited"

"Unaudited" describes financial statements or reports that have not been examined or verified by an independent accountant or auditor. Because they haven't undergone this review, they may not be as reliable or accurate as audited reports, making them less certain for investors to rely on when assessing a company's financial health. Think of it as a preliminary estimate that could change once checked by an expert.

consolidation financial

"the consolidation of all entities took longer than expected"

Consolidation is a period when a stock’s price moves within a relatively narrow range, reflecting a balance between buyers and sellers after a prior rise or fall. It matters to investors because it often signals a pause before the next meaningful move — like a coiled spring — and helps with timing trades, setting risk limits and deciding whether momentum will resume upward or reverse downward.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25 

NOTIFICATION OF LATE FILING

Commission File Number 001-38037

(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: December 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:

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

Olenox Industries, Inc.

(Full Name of Registrant)

(Former Name if Applicable)

1207 N. FM 3083 Rd. E. Bldg. C

(Address of Principal Executive Office (Street and Number))

Conroe, TX 77303

(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)

Olenox Industries, Inc. (the “Company”) is unable to file its Form 10-K or the year ended December 31, 2025 within the prescribed time period without unreasonable effort or expense because of the circumstances described below.

The Company went through a merger and multiple acquisitions in 2025; therefore, the consolidation of all entities took longer than expected due to some of the entities having been unaudited. The Company has new auditors for its fiscal year ended December 31, 2025 and currently expects to file its Form 10-K for the year ended December 31, 2025 by April 15, 2026.

PART IV — OTHER INFORMATION

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

	Patricia Kaelin		(936)		323-6332
	(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

Olenox Industries, 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 1, 2026		By	/s/ Patricia Kaelin
			Patricia Kaelin
			Chief Financial Officer

3

FAQ

Why did Olenox (OLOX) miss its Form 10-K deadline?

Because a 2025 merger and multiple acquisitions required extended consolidation work, some acquired entities were unaudited. The company also changed auditors, increasing the time needed to complete audit procedures and finalize consolidated financial statements prior to filing.

When does Olenox (OLOX) expect to file its 2025 Form 10-K?

Olenox currently expects to file the Form 10-K for the year ended December 31, 2025 by April 15, 2026. That date is provided in the company’s Rule 12b-25 notice as the company’s current estimate.

Does the late filing indicate changes to Olenox’s (OLOX) reported results?

The company did not state anticipated changes to reported results. It noted consolidation and audit work are ongoing; any material changes would appear in the Form 10-K when filed and in subsequent periodic reports.

What operational factors caused the delay at Olenox (OLOX)?

The delay is attributed to consolidating multiple 2025 acquisitions and a merger, and to some acquired entities being unaudited, which extended audit and accounting reconciliation tasks.

Has Olenox (OLOX) engaged new auditors for 2025?

Yes. The notice states Olenox has new auditors for the fiscal year ended December 31, 2025, and that auditor transition contributed to the timing required to complete the Form 10-K.