Totaligent, Inc. (TGNT) seeks brief extension for delayed Q2 2026 Form 10-Q

Rhea-AI Filing Summary

Totaligent, Inc. filed a Form 12b-25 to notify of a delayed Form 10-Q for the period ended June 30, 2026. The company cites the need for additional time to compile, analyze, and review supporting documentation and to complete financial statement preparation and review.

Totaligent indicates it is seeking relief under Rule 12b-25(b), which would allow a brief extension of the prescribed due date for the quarterly report.

Filing Explained

The June 30 quarterly report remains pending; Totaligent cites a five-day filing window and anticipates no significant year-over-year change in results.

The August 13, 2026 filing is a late-filing notice for Totaligent’s Form 10-Q for the quarter ended June 30, 2026, so the quarterly report and its updated financial statements are not yet available.

Totaligent seeks relief under Rule 12b-25 and states that the quarterly report will be filed no later than the fifth calendar day after its prescribed due date.

That is an extension of filing time, not confirmation that the Form 10-Q has been completed; the notice also says all other required periodic reports for the preceding 12 months were filed and that no significant change in results of operations from the corresponding prior-year period is anticipated.

Key Terms

Form 12b-25, Rule 12b-25(b), Transition Report, results of operations

4 terms

Form 12b-25 regulatory

"U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25"

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.

Rule 12b-25(b) regulatory

"the registrant seeks relief pursuant to Rule 12b-25(b)"

Transition Report regulatory

"Transition Report on Form 10-K | Transition Report on Form 10-Q"

results of operations financial

"any significant change in results of operations from the corresponding period"

"Results of operations" show how well a company is doing over a certain period, like a report card for its business activities. It includes things like sales, profits, and expenses, helping investors see if the company is growing or struggling. This information matters because it helps people decide if they want to invest in or support the company.

FAQ

Why did Totaligent, Inc. (TGNT) file a Form 12b-25 for its June 30, 2026 quarter?

Totaligent, Inc. filed Form 12b-25 because it needs more time to compile, analyze, and review supporting documentation and to complete financial statement preparation and review for its Form 10-Q for the quarter ended June 30, 2026.

What report is affected by Totaligent, Inc. (TGNT)'s late filing notice?

The late filing notice covers Totaligent, Inc.’s Form 10-Q for the period ended June 30, 2026. The company is requesting a short extension under Rule 12b-25 to finalize and file this quarterly report.

What regulatory relief is Totaligent, Inc. (TGNT) seeking with Form 12b-25?

Totaligent, Inc. is seeking relief under Rule 12b-25(b), which allows a quarterly report on Form 10-Q to be filed within a five-calendar-day extension beyond its original due date when timely filing would require unreasonable effort or expense.

Who signed Totaligent, Inc. (TGNT)’s Form 12b-25 notification?

The Form 12b-25 notification for Totaligent, Inc. was signed by Edward C. DeFeudis, who is identified as the company’s Chief Executive Officer, acting on behalf of the registrant as a duly authorized signatory.

Does Totaligent, Inc. (TGNT) mention significant changes in results in this late filing notice?

The notification form asks whether a significant change in results of operations is anticipated, but the text provided does not state which response Totaligent, Inc. selected or give further quantitative explanation regarding such changes.

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

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Available on EDGAR 08/13/2026 - 11:57 AM Accepted by SEC EDGAR 08/13/2026 - 11:57 AM Learn about SEC filing dates

U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON D.C. 20549

FORM 12b-25

Commission File Number 000-55122

NOTIFICATION OF LATE FILING

(Check One):

☐ Form 10-K ☐ Form 11-K  ☐ Form 20-F   ☒ Form 10-Q   ☐ Form N-SAR

For Period Ended: June 30, 2026

☐	Transition Report on Form 10-K	☐	Transition Report on Form 10-Q
☐	Transition Report on Form 20-F	☐	Transition Report on Form N-SAR
☐	Transition Report on Form 11-K

For the Transition Period Ended: ___________

Read Attached Instruction Sheet 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

Full Name of Registrant	Totaligent, Inc.
Former Name if Applicable	Alltemp, Inc.
Address of principal executive office	3651 FAU Blvd. Suite 400
City, State and Zip Code	Boca Raton, FL 33431

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, 20-F, 11-K or Form N-SAR, 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 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 the reasons why the form 10-K, 11-K, 20-F, 10-Q or N-SAR, or the transition report or portion thereof could not be filed within the prescribed time period. (Attach extra sheets of needed.)

Need for additional time to compile, analyze, and review supporting documentation and complete financial statement preparation/review.

Part IV-Other Information

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

Edward C. DeFeudis		(561)		360-3635
(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.

2

Totaligent, Inc.

(Name of Registrant as specified in charter)

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

Date: August 13, 2026	By	/s/ Edward C. DeFeudis
		Edward C. DeFeudis, Chief Executive Officer

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