UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
12b-25
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NOTIFICATION
OF LATE FILING |
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SEC
FILE NUMBER |
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000-54987 |
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One): |
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☐
Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q |
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CUSIP
NUMBER |
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☐
Form 10-D ☐ Form N-CEN ☐ Form N-CSR |
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86271N
10 0 |
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For
Period Ended: September 30, 2025 |
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☐
Transition Report on Form 10-K |
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☐
Transition Report on Form 20-F |
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☐
Transition Report on Form 11-K |
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☐
Transition Report on Form 10-Q |
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☐
Transition Report on Form N-SAR |
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For
the Transition Period Ended: |
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Read
Instructions (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
Strategic
Environmental & Energy Resources, Inc.
Full
Name of Registrant
Former
Name if Applicable
370
Interlocken Blvd.
Suite
680
Address
of Principal Executive Office (Street and Number)
Broomfield,
CO 80021
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).
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(a) |
The
reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; |
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(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 |
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(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 the 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.)
Strategic
Environmental & Energy Resources, Inc. (the “Company”) and its independent registered public accounting firm, require
additional time to complete the review of the Company’s consolidated financial statements as of and for the fiscal quarter ended
September 30, 2025, in accordance with the standards of the Public Company Accounting Oversight Board. Our registered public accounting
firm was unable to complete its review procedures and complete its supporting documentation and render its opinion by November 14, 2025.
The delays are due to limited accounting and finance staff of the Company, and limited resources to maintain reasonable accounts payable
to our auditors.
The
Company fully expects to file its Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2025 on or before December
31, 2025. The Company does not expect any changes to previously reported financial results.
PART
IV — OTHER INFORMATION
| (1)
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Name
and telephone number of person to contact in regard to this notification |
| J
John Combs III |
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(720) |
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460-3522 |
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(Area
Code) |
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(Telephone
Number) |
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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). ☒ Yes ☐ No |
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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.
Strategic
Environmental & Energy Resources, 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:
November 14, 2025 |
By |
/s/
J John Combs III |
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J
John Combs III |
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Chief
Executive Officer, Secretary |
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(Executive
Officer) |
