Regional Health Properties (RHEP) notifies SEC of late 10-K; expects filing within five days

Rhea-AI Filing Summary

Regional Health Properties, Inc. notified the SEC it cannot timely file its Annual Report on Form 10-K for the year ended December 31, 2025. The company says additional time is needed to complete annual audit procedures and to finalize the XBRL Interactive Data File exhibits required by Item 601(b)(101) of Regulation S-K. It expects to file the Form 10-K within five calendar days of the original prescribed date.

Key Figures

Fiscal period end: December 31, 2025 Extension window: five calendar days Form signature date: March 31, 2026 +1 more

4 metrics

Fiscal period end December 31, 2025 Annual report period end

Extension window five calendar days Expected filing delay allowance under Rule 12b-25 for annual reports

Form signature date March 31, 2026 Date the Form 12b-25 was signed

Contact phone 678-869-5116 Registrant contact provided on the form

Key Terms

Rule 12b-25, XBRL Interactive Data File exhibits, Item 601(b)(101) of Regulation S-K

3 terms

Rule 12b-25 regulatory

"unable to file its Annual Report on Form 10-K within the prescribed time period"

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.

XBRL Interactive Data File exhibits technical

"finalize the Annual Report and furnish the XBRL Interactive Data File exhibits required by Item 601(b)(101)"

Item 601(b)(101) of Regulation S-K regulatory

"XBRL Interactive Data File exhibits required by Item 601(b)(101) of Regulation S-K"

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

SEC File Number: 001-33135

CUSIP Number: 75903M101

NOTIFICATION OF LATE FILING

(Check One)		X 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:

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

Regional Health Properties, Inc.

(Full Name of Registrant)

(Former Name if Applicable)

1050 Crown Pointe Parkway, Suite 720

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

Atlanta, Georgia 30338

(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 Form 10-K, 11-K, 20-F, 10-Q or N-SAR could not be filed within the prescribed time period.

Regional Health Properties, Inc. (the “Company”) has determined that it is unable to file its Annual Report on Form 10-K for the year ended December 31, 2025 (the “Annual Report”) within the prescribed time period without unreasonable effort or expense because, for the reasons discussed below, additional time is needed to finalize the Annual Report and furnish the XBRL Interactive Data File exhibits required by Item 601(b)(101) of Regulation S-K.

The Company is still completing annual audit procedures with its independent registered accounting firm. The Company expects to file the Form 10-K with the Commission within five calendar days of the original prescribed date.

PART IV - OTHER INFORMATION

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

Brent Morrison		678		869-5116
(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.

Forward Looking Statements

This Form 12b-25 contains forward-looking statements within the meaning Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, without limitation, the Company’s expectations as to the filing of the Quarterly Report. These forward-looking statements involve risks and uncertainties, and actual results could vary materially from these forward-looking statements. Factors that may cause future results to differ materially from management’s current expectations include the risk that the completion and filing of the Annual Report and the Quarterly Report will take longer than expected, and the risk that the Company will be unable to file the Quarterly Report within the extension period of 5 calendar days provided under Rule 12b-25 of the Exchange Act. The Company disclaims any obligation to update information contained in these forward-looking statements whether as a result of new information, future events, or otherwise, except as required by law.

Regional Health Properties, 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/ Brent Morrison
			Name:	Brent Morrison
			Title:	Chairman, Chief Executive Officer and President

INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be filed with the form.

ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

FAQ

Why did RHEP file a Form 12b-25 notifying a late 10-K?

Because the company needs extra time to finish annual audit work and complete XBRL exhibits. The filing states audit procedures remain outstanding and XBRL Interactive Data File exhibits under Item 601(b)(101) must be finalized before submission.

When does RHEP expect to file its 2025 Form 10-K?

RHEP expects to file within five calendar days of the original prescribed due date. The company explicitly states it anticipates meeting the Rule 12b-25 extension window of five calendar days for an annual report.

Does the Form 12b-25 say RHEP missed other periodic filings?

No. The filing indicates that all other periodic reports during the prior 12 months have been filed. The Form 12b-25 marks the late annual report only and provides no other delinquent-report identifications.

Who signed the Form 12b-25 for RHEP and when?

The Form 12b-25 was signed by Brent Morrison, Chairman, CEO and President, on March 31, 2026. His contact phone number is provided as 678-869-5116 in the filing.

Does the Form 12b-25 disclose expected changes to 2025 results?

The filing answers the question about significant changes in results as No. It does not attach any narrative or quantitative estimate of anticipated changes to 2025 operating results.