PreAxia Health Care (PAXH) delays 10-Q, flags significant change in results

Rhea-AI Filing Summary

PreAxia Health Care Payment Systems Inc. filed a notice that its quarterly report on Form 10-Q for the period ended November 30, 2025 will be filed late. The company states it cannot complete the filing without unreasonable effort and expense because it is still compiling information needed for its auditors to complete their review of the financial statements.

PreAxia indicates it expects a significant change in results of operations compared with the same period last year. During this fiscal year it has hired significant new contractors to design personal financial management software applications, sold stock, and converted debt. According to the company, these activities have increased assets, reduced debt, and significantly increased expenses versus the prior-year period.

Insights

Equity & credit analyst

PreAxia delays 10-Q and signals materially different operating results.

PreAxia Health Care Payment Systems Inc. has notified investors that its Form 10-Q for the quarter ended November 30, 2025 will be filed after the deadline. The reason given is that it is still compiling information so auditors can complete their review, and it expects to file within the grace period allowed under the rules.

The company also states that it anticipates a significant change in results of operations compared with the same quarter a year earlier. It highlights three drivers in the current fiscal year: hiring significant new contractors to design personal financial management software applications, selling stock, and converting debt. Management explains that these steps have increased assets, reduced debt, and significantly increased expenses versus the prior-year quarter.

From an analytical perspective, the combination of higher expenses and a changed capital structure can materially affect profitability and leverage, but the filing does not provide quantitative detail. Future periodic reports that include this quarter’s full financial statements will show how much these changes affect revenue, earnings, and cash flow.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING	OMB APPROVAL
	OMB Number: 3235-0058
	SEC FILE NUMBER 000-52365
	CUSIP NUMBER 74007P 10 2

(Check one):

[ ] Form 10-K    [ ] Form 20-F    [ ] Form 11-K [X] Form 10-Q    [ ] Form 10-D    [ ] Form N-CEN    [ ] Form N-CSR

For Period Ended: November 30, 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:

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

PREAXIA HEALTH CARE PAYMENT SYSTEMS INC.
Full Name of Registrant

N/A
Former Name if Applicable

PO Box 368
Address of Principal Executive Office (Street and Number)

Dunedin, FL 34697-0368
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 reasons 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 or Form N-SAR, or portion thereof will be filed on or before the 15th calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q, 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.

We are unable to file, without unreasonable effort and expense, our quarterly report on Form 10-Q for the period ended November 30, 2025 because we are still compiling information for our Form 10-Q in order for our auditors to complete their review of the financial statements.

PART IV — OTHER INFORMATION

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

	Tom Zapatina	403	850-4120
	(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). [X] 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 ? [X] 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. In this fiscal year, the Company has hired significant new contractors to design personal financial management software applications, sold stock, and converted debt. These activities have increased the Company assets, reduced the debt and significantly increased expenses from the corresponding period in the prior year.

PREAXIA HEALTH CARE PAYMENT SYSTEMS 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: January 12, 2026	By:	/s/ Tom Zapatinas
		Tom Zapatinas
	Title:	Chief Executive Officer

FAQ

Why did PreAxia Health Care Payment Systems Inc. (PAXH) file a late 10-Q notice?

PreAxia filed a late filing notice because it is still compiling information for its Form 10-Q for the period ended November 30, 2025 so that its auditors can complete their review of the financial statements, and states that filing on time would have required unreasonable effort and expense.

Which report from PreAxia Health Care Payment Systems Inc. (PAXH) is delayed?

The delayed report is PreAxia’s quarterly report on Form 10-Q for the period ended November 30, 2025.

Does PreAxia (PAXH) expect significant changes in its quarterly results?

Yes. PreAxia states it anticipates a significant change in results of operations compared with the corresponding period of the prior fiscal year, and that an explanation of this anticipated change will be included in the Form 10-Q.

What business activities does PreAxia (PAXH) cite as changing its results of operations?

PreAxia reports that in this fiscal year it has hired significant new contractors to design personal financial management software applications, sold stock, and converted debt, which together have increased assets, reduced debt, and significantly increased expenses compared with the prior-year period.

Has PreAxia (PAXH) kept up with its other SEC reporting obligations?

Yes. PreAxia indicates that all other periodic reports required during the preceding 12 months, or for any shorter period it was required to file, have been filed.

Who signed the late filing notification for PreAxia Health Care Payment Systems Inc. (PAXH)?

The notification was signed on behalf of PreAxia Health Care Payment Systems Inc. by Tom Zapatinas, its Chief Executive Officer.