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  4. [NT 10-Q] Veritas Farms, Inc. SEC Filing

Veritas Farms (VFRM) falls further behind on SEC reports

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
NT 10-Q

Rhea-AI Filing Summary

Veritas Farms, Inc. (VFRM) reports that it cannot file its Quarterly Report on Form 10-Q for the period ended June 30, 2026 on time. The company states it needs additional time to provide information to its independent registered public accounting firm to complete the review of the Q2 2026 financial statements, despite working diligently.

The company also discloses that several prior periodic reports remain unfiled, including Form 10-Ks for the years ended December 31, 2023, 2024 and 2025, and Form 10-Qs for multiple quarters in 2024 and 2025 and for the quarter ended March 31, 2026. Management indicates that significant changes in results of operations may be discussed in the delayed report depending on future filings.

Positive

  • None.

Negative

  • Multiple Form 10-Ks for 2023, 2024, 2025 and several Form 10-Qs through Q1 2026 remain unfiled, indicating prolonged reporting delinquency.
  • The company cannot timely file its Q2 2026 Form 10-Q because its auditors have not completed review of the financial statements, highlighting ongoing financial reporting challenges.
Quarter covered by delayed report Quarter ended June 30, 2026 Period for the Q2 2026 Form 10-Q that could not be filed on time
Unfiled annual reports Form 10-K for years ended December 31, 2023, 2024, 2025 Annual reports the company states have not been filed
Unfiled quarterly reports Form 10-Q for March 31, 2024 through March 31, 2026 (7 quarters) Quarters ended March 31, 2024; June 30, 2024; September 30, 2024; March 31, 2025; June 30, 2025; September 30, 2025; March 31, 2026
Signatory date August 17, 2026 Date the Interim Chief Financial Officer signed the notification
Contact telephone 833-216-0906 Telephone number provided for inquiries regarding the notification
Rule 12b-25 regulatory
"seeks relief pursuant to Rule 12b-25(b)"
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.
independent registered public accounting firm financial
"provide information to its independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
forward-looking statements regulatory
"This Form 12b-25 contains forward-looking statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

FAQ

Why did Veritas Farms (VFRM) file a Form 12b-25 for its Q2 2026 Form 10-Q?
Veritas Farms filed Form 12b-25 because it cannot timely file its Form 10-Q for the quarter ended June 30, 2026. The company says it needs more time to provide information to its independent registered public accounting firm to complete the financial statement review.

Which SEC reports does Veritas Farms (VFRM) state are still unfiled?
The company discloses unfiled Form 10-Ks for 2023, 2024 and 2025 and unfiled Form 10-Qs for quarters ended March 31, 2024; June 30, 2024; September 30, 2024; March 31, 2025; June 30, 2025; September 30, 2025; and March 31, 2026.

What is the main reason Veritas Farms (VFRM) gives for the Q2 2026 filing delay?
The company states it needs additional time to provide information to its independent registered public accounting firm. This information is required to complete the review of the financial statements for the period ended June 30, 2026.

Does Veritas Farms (VFRM) indicate significant changes in results may appear in the delayed Q2 2026 report?
The Form 12b-25 asks whether a significant change in results of operations is anticipated, with the company directed to attach an explanation if so. The presence of this item signals that potential changes may be addressed when the Form 10-Q is filed.

Who signed Veritas Farms’ (VFRM) Form 12b-25 for the Q2 2026 period?
The notification was signed on August 17, 2026 by Thomas E. Vickers, identified as the company’s Interim Chief Financial Officer. His name and contact telephone number are also listed for further information.

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

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

SEC File Number:

333-210190

 

NOTIFICATION OF LATE FILING

 

(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: June 30, 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: N/A

 

PART I -- REGISTRANT INFORMATION

 

Veritas Farms, Inc.

Full Name of Registrant

 

Former Name if Applicable

 

433 Plaza Real Suite 275

Address of Principal Executive Office (Street and Number)

 

Boca Raton, FL 33432

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 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 the Form 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.)

 

The Registrant has determined that it is unable to file its Quarterly Report on Form 10-Q for the period ended June 30, 2026 (the “Q2 2026 Quarterly Report”) within the prescribed time period for the reasons set forth below. The Registrant is unable to file its Q2 2026 Quarterly Report within the prescribed time period without unreasonable effort or expense as the Registrant needs additional time to provide information to its independent registered public accounting firm necessary to complete the review of the financial statements for the period ended June 30, 2026. Despite working diligently to timely file its Q2 2026 Quarterly Report, the Company will be unable to complete all work necessary to timely file its Q2 2026 Quarterly Report.

 

PART IV -- OTHER INFORMATION

 

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

 

Thomas E. Vickers   833   216-0906
(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 the answer is no, identify report(s).

 

☐ Yes ☒ No

 

Form 10-K for the years ended December 31, 2023, December 31, 2024 and December 31, 2025 and Form 10-Q for the periods ended March 31, 2024, June 30, 2024, September 30, 2024, March 31, 2025, June 30, 2025, September 30, 2025 and March 31, 2026.

 

(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.

 

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Forward-Looking Statements

 

This Form 12b-25 contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include all statements that do not relate solely to historical or current facts, and can generally be identified by words or phrases written in the future tense and/or preceded by words such as “likely,” “should,” “may,” “will,” “contemplates,” “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects” or similar words or variations thereof, or the negative thereof, references to future periods, or by the inclusion of forecasts or projections.

 

Forward-looking statements are based on the Company’s current expectations and assumptions regarding the Company’s business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, actual results may differ materially from those contemplated by the forward-looking statements. Additional factors or events that could cause actual results to differ from these forward-looking statements may emerge from time to time, and it is not possible for the Company to predict all of them. For additional discussion of factors that could impact the Company’s operational and financial results, refer to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, its Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other subsequent SEC filings.

 

You should not place undue reliance on these forward-looking statements, which apply only as of the date of this Form 12b-25 and should not be relied upon as representing the Company’s views as of any subsequent date. The Company explicitly disclaims any obligation to update any forward-looking statements, other than as may be required by law. If the Company does update one or more forward-looking statements, no inference should be made that the Company will make additional updates with respect to those or other forward-looking statements.

 

2

 

 

Veritas Farms, 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: August 17, 2026 By:  /s/ Thomas E. Vickers
    Thomas E. Vickers
    Interim Chief Financial Officer

 

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Source: View Original Filing on SEC EDGAR