STEMTECH (STEK) files Form 12b-25, expects 5-day extension for 10-Q

Rhea-AI Filing Summary

STEMTECH CORPORATION notified the SEC that its Form 10-Q for the quarter ended March 31, 2026 was not filed on time and expects to use the additional 5 calendar days permitted under Rule 12b-25 to complete and file the report. The notification was signed by Charles S. Arnold, CEO on May 14, 2026.

Key Figures

Quarter ended: March 31, 2026 Extension days requested: 5 days SEC File Number: 333-172172 +2 more

5 metrics

Quarter ended March 31, 2026 Form 10-Q period end

Extension days requested 5 days Additional calendar days under Rule 12b-25 for a quarterly report

SEC File Number 333-172172 Filing identifier on Form 12b-25

Signature date May 14, 2026 Date signed by CEO Charles S. Arnold

Contact telephone 954-715-6000 Registrant phone number listed on the form

Key Terms

Rule 12b-25, Form 12b-25, Form 10-Q

3 terms

Rule 12b-25 regulatory

"the additional 5 days allowed under Rule 12b-25 to complete and file the Form 10-Q"

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 12b-25 regulatory

"FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 333-172172"

Form 12b-25 is a notice a publicly traded company files with the U.S. Securities and Exchange Commission when it cannot deliver a required periodic report (like a quarterly or annual financial report) on time. It explains the reason for the delay and gives the company a short, temporary window to finish the report without being marked as delinquent; investors watch it because late filings can signal accounting, operational, or control issues that may affect a company’s reliability and stock risk, much like a missed homework deadline can raise concerns about a student’s preparedness.

Form 10-Q regulatory

"The registrants quarterly report on Form 10-Q for the quarter ended March 31, 2026"

A Form 10-Q is a detailed report that publicly traded companies are required to file with regulators three times a year, providing an update on their financial health and business activities. It is important for investors because it offers timely insights into a company's performance, helping them make informed decisions about buying or selling stocks. Think of it as a regular check-up report that shows how well a company is doing.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________

STEMTECH CORPORATION

(Full Name of Registrant)

FORM 12b-25

NOTIFICATION OF LATE FILING

SEC FILE NUMBER: 333-172172

(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: March 31, 2026

☐ 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

STEMTECH CORPORATION

Full Name of Registrant

Former Name if Applicable

4851 Tamiami Trail North, Suite 200

Address of Principal Executive Office (Street and Number)

Naples, FL 34103

City, State, 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, 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.

The registrant’s quarterly report on Form 10-Q for the quarter ended March 31, 2026, could not be filed within the prescribed time period because the Company needs additional time to complete the financial statements and to prepare the Form 10-Q. The registrant anticipates that it will require no more than the additional 5 days allowed to complete and file the Form 10-Q.

PART IV - OTHER INFORMATION

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

Charles S. Arnold, CEO		954		715-6000
(Name)		(Area Code)		(Telephone No.)

(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 the 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.

3

STEMTECH CORPORATION

Name of Registrant as Specified in Charter

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

Date: May 14, 2026	By:	/s/ Charles S. Arnold
	Name:	Charles S. Arnold
	Title:	CEO

4

FAQ

Why did STEK file a Form 12b-25 for the March 31, 2026 10-Q?

The company needs extra time to finish its financial statements and prepare the Form 10-Q. The notice states the delay is to complete financials and filing tasks and requests the 5-day extension allowed under Rule 12b-25.

When does STEMTECH expect to file the delayed Form 10-Q?

STEMTECH anticipates filing within the additional five calendar days allowed under Rule 12b-25. The notification specifically states it will require no more than the extra five days to complete and file the Form 10-Q.

Who signed the late-filing notification for STEK?

The Form 12b-25 was signed by Charles S. Arnold, CEO on May 14, 2026. His signature and title are provided in the notification's signature block.

Does the filing indicate the 10-Q will show a significant change in results?

No anticipated significant change is indicated in the notification. The form includes a checkbox about significant changes and does not assert that results will materially differ from the prior period.