Protagenic delays Q2 report for restructuring work

Protagenic Therapeutics, Inc. filed a notice that it will submit its Quarterly Report on Form 10-Q for the period ended June 30, 2025 after the normal deadline.

Rhea-AI Filing Summary

Protagenic Therapeutics, Inc. filed a notice that it will submit its Quarterly Report on Form 10-Q for the period ended June 30, 2025 after the normal deadline. The company explains that on August 8, 2025 its Board of Directors approved a restructuring plan to move to a virtual operating model and to exit or modify certain obligations, and management is still finalizing the related accounting and disclosures under Audit Committee oversight and with external advisors.

The company expects to file the Form 10-Q on or before August 19, 2025, within the five-day extension allowed under SEC rules. Protagenic states that it does not anticipate reporting a significant change in results of operations for the quarter compared with the same period in the prior year.

Insights

Equity analyst – small-cap compliance and events

Protagenic is taking a brief 10-Q filing extension tied to a new restructuring plan.

Protagenic Therapeutics, Inc. has notified investors that its Form 10-Q for the quarter ended June 30, 2025 will be late and filed under the short extension allowed by Rule 12b-25. The main reason given is the Board-approved restructuring on August 8, 2025, which shifts the company to a virtual operating model and adjusts certain obligations, requiring extra work on accounting and disclosures.

Management highlights that these procedures are being completed under Audit Committee oversight with help from external advisors, which indicates a controlled process rather than a simple administrative delay. Importantly, the company states that it does not anticipate a significant change in results of operations versus the prior-year quarter, so the delay is framed as technical and disclosure-related rather than driven by a sharp earnings swing.

The notice also specifies that the Form 10-Q is expected to be filed on or before August 19, 2025, within the five-day extension window. Subsequent quarterly and restructuring-related disclosures will provide the detailed financial impact of the virtual operating model and obligation changes once the 10-Q becomes available.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Why is Protagenic Therapeutics (PTIXW) delaying its Q2 2025 10-Q filing?

Protagenic Therapeutics explains that after its Board approved a restructuring plan on August 8, 2025 to move to a virtual operating model and change certain obligations, management needs additional time to finalize related accounting and disclosures.

When does Protagenic Therapeutics (PTIXW) expect to file the delayed Form 10-Q?

The company expects to file its Quarterly Report on Form 10-Q for the period ended June 30, 2025 on or before August 19, 2025, within the five-day extension allowed by Rule 12b-25.

Does Protagenic Therapeutics anticipate a major change in Q2 2025 results?

No. Protagenic states that it does not anticipate reporting a significant change in results of operations for the quarter ended June 30, 2025 compared with the corresponding period in the prior year.

What restructuring did Protagenic Therapeutics (PTIXW) approve in August 2025?

On August 8, 2025, the Board approved a restructuring plan for Protagenic Therapeutics to transition to a virtual operating model and to exit or modify certain obligations, which is driving additional accounting and disclosure work.

Who is overseeing the additional accounting work for Protagenic’s delayed 10-Q?

The company states that the procedures to finalize accounting and disclosures are being completed with Audit Committee oversight and in consultation with its external advisors.

What period is covered by the Protagenic Therapeutics late Form 10-Q?

The delayed Quarterly Report on Form 10-Q relates to Protagenic Therapeutics’ results for the period ended June 30, 2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/14/2025 - 04:56 PM Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

(Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D  ☐Form N-SAR  ☐ Form N-CSR

For Period Ended: June 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
	☐	Transition Report on Form N-SAR

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

Protagenic Therapeutics, Inc.

Full Name of Registrant

Atrinsic, Inc.

Former Name if Applicable

149 Fifth Ave, Suite 500

Address of Principal Executive Office (Street and Number)

New York, NY 10010

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-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.

PART III – NARRATIVE

State below in reasonable detail 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.

Protagenic Therapeutics, Inc. (the “Company”) will not be able to file its Quarterly Report on Form 10-Q for the period ended June 30, 2025 by the prescribed due date without unreasonable effort or expense.

On August 8, 2025, the Board of Directors approved a restructuring plan to transition to a virtual operating model and exit or modify certain obligations. To ensure complete and accurate reporting, management is finalizing the related accounting and disclosures, including:

1. Measuring and recording exit and disposal costs (e.g., severance and contract terminations) and determining the appropriate timing of recognition under applicable U.S. GAAP;

2. Classifying and presenting restructuring charges and related operating expenses; and

3. Updating “Subsequent Events,” “Liquidity and Capital Resources,” and related risk disclosures to reflect the plan and its expected cash flow impacts.

These procedures are being completed with Audit Committee oversight and consultation with the Company’s external advisors.

The Company expects to file the Form 10-Q on or before August 19, 2025, within the five-day extension permitted by Rule 12b-25. The Company does not anticipate reporting a significant change in results of operations for the quarter ended June 30, 2025 as compared to the corresponding period in the prior year.

PART IV - OTHER INFORMATION

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

Alexander Arrow		213		260-4342
(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.

Protagenic Therapeutics, Inc.

(Name of Registrant as Specified in Charter)

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

	PROTAGENIC THERAPEUTICS, INC.
Date: August 14, 2025	By:	/s/ Alexander Arrow
	Name:	Alexander K. Arrow, MD
	Title:	Chief Financial Officer