Visium Technologies (NASDAQ: VISM) notifies SEC of late 10-Q filing

Rhea-AI Filing Summary

Visium Technologies, Inc. notifies the SEC it could not timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 due to delays completing financial statements and the independent auditor's review. The company anticipates filing the Quarterly Report no later than the fifth calendar day following the prescribed due date.

Key Figures

Period Ended: March 31, 2026 Original Filing Due Date for Smaller Reporting Companies: May 15, 2026 Relief Window: fifth calendar day following the prescribed due date +2 more

5 metrics

Period Ended March 31, 2026 Quarterly Report period

Original Filing Due Date for Smaller Reporting Companies May 15, 2026 prescribed Form 10-Q due date

Relief Window fifth calendar day following the prescribed due date Rule 12b-25 quarterly report relief

Notification Date May 18, 2026 Date Form 12b-25 signed by CFO

Registrant Address 4094 Majestic Lane, Suite 360, Fairfax, VA 22033 Principal executive office

Key Terms

Form 12b-25, Quarterly Report on Form 10-Q, smaller reporting companies

3 terms

Form 12b-25 regulatory

"could not be filed within the prescribed time period"

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.

Quarterly Report on Form 10-Q regulatory

"unable, without unreasonable effort or expense, to file its Quarterly Report on Form 10-Q"

A quarterly report on Form 10-Q is a standardized financial filing public companies must submit to U.S. regulators every three months, summarizing recent financial results, cash flows, balance sheet changes, operations and material risks or legal developments. Investors treat it like a company report card that shows up-to-date facts rather than marketing copy, helping them track performance, spot trends, reassess risk and make buy or sell decisions.

smaller reporting companies regulatory

"applicable to smaller reporting companies"

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

Commission File Number: 001-37776

CUSIP Number: 92836G309

(Check one): ☐ Form 10-K      ☐ Form 20-F      ☐ Form 11-K      ☒ Form 10-Q      ☐ Form 10D      ☐ 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: ___________________

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

VISIUM TECHNOLOGIES, INC.

Full Name of Registrant

N/A

Former Name if Applicable

4094 Majestic Lane, Suite 360

Address of Principal Executive Office (Street and Number)

Fairfax, VA  22033  

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 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.

Visium Technologies, Inc. (the “Registrant”) was unable, without unreasonable effort or expense, to file its Quarterly Report on Form 10-Q for the period ended March 31, 2026 (the “Quarterly Report”) by the May 15, 2026 filing date applicable to smaller reporting companies due to a delay experienced by the Registrant in completing its financial statements and other disclosures in the Quarterly Report. As a result, the Registrant is still in the process of compiling required information to complete the Quarterly Report and its independent registered public accounting firm requires additional time to complete its review of the financial statements for the period ended March 31, 2026 to be incorporated in the Quarterly Report. The Registrant anticipates that it will file the Quarterly Report no later than the fifth calendar day following the prescribed filing date. 

PART IV – OTHER INFORMATION

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

Mark Lucky		703		273-0383
(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.

2

VISIUM TECHNOLOGIES, 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: May 18, 2026	By:	/s/ Mark Lucky
	Name:	Mark Lucky
	Title:	Chief Financial Officer and Director

3

FAQ

Why did VISM file a Form 12b-25 instead of the Form 10-Q?

The company cites delays finishing financial statements and the auditor's review, which prevented timely filing. Visium states it needs additional time to compile required disclosures and to allow its independent registered public accounting firm to complete its review of the March 31, 2026 financials before filing.

When does Visium expect to file the delayed 10-Q for March 31, 2026?

Visium anticipates filing the Quarterly Report no later than the fifth calendar day after the prescribed due date. The notification states the company will submit the Form 10-Q within that five-day relief window provided under Rule 12b-25 for quarterly reports.

Does the Form 12b-25 say Visium expects material changes to results?

The form indicates the company answered the material-change question and selected No, implying no anticipated significant change versus the prior-year period. The filing did not attach quantitative adjustments or an explanatory schedule showing material differences.

Who signed the Form 12b-25 and when was it dated?

The notification is signed by Mark Lucky, Chief Financial Officer and Director, and dated May 18, 2026. The form lists the registrant's principal executive office as Fairfax, Virginia, and provides a contact telephone number for follow-up.