Virtuix Holdings (VTIX) files late 10-Q notice tied to new audit firm

Rhea-AI Filing Summary

Virtuix Holdings Inc. notified the SEC that it will file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 after the prescribed deadline. The company states that timely filing was not possible without unreasonable effort or expense.

The delay is attributed primarily to a recent transition to a new independent registered public accounting firm and the additional time needed for the new auditor to complete review procedures on the interim financial statements and related disclosures. Virtuix expects to file the Form 10-Q within the 5-day extension period permitted under Rule 12b-25.

Key Figures

Reporting period end: June 30, 2026 Extension length: 5-day extension period Contact phone: 512-947-9029

3 metrics

Reporting period end June 30, 2026 Quarterly Report on Form 10-Q covered by the late filing notice

Extension length 5-day extension period Timeframe under Rule 12b-25 to file the delayed Form 10-Q

Contact phone 512-947-9029 Telephone number provided for Jan Goetgeluk as company contact

Key Terms

Rule 12b-25, Quarterly Report on Form 10-Q, independent registered public accounting firm

3 terms

Rule 12b-25 regulatory

"The Company expects to file the Form 10-Q no later than within the 5-day extension period provided by Rule 12b-25."

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.

Quarterly Report on Form 10-Q regulatory

"to timely file with the Securities and Exchange Commission its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026"

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.

independent registered public accounting firm financial

"primarily attributable to the Company’s recent transition to a new 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.

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

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FAQ

Why did Virtuix Holdings Inc. (VTIX) delay its June 30, 2026 Form 10-Q?

Virtuix delayed its Form 10-Q because it recently transitioned to a new independent registered public accounting firm, which needs additional time to complete review procedures on interim financial statements and disclosures.

When does Virtuix Holdings Inc. (VTIX) expect to file the delayed Form 10-Q?

Virtuix expects to file the Form 10-Q for the quarter ended June 30, 2026 within the 5-day extension period allowed under SEC Rule 12b-25 for late quarterly reports.

Which report is affected by Virtuix Holdings Inc.’s (VTIX) late filing notice?

The late filing notice covers Virtuix’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, which could not be filed by the original due date.

What SEC rule is Virtuix Holdings Inc. (VTIX) relying on for its late Form 10-Q?

Virtuix is relying on Rule 12b-25, which permits a short extension for certain periodic reports when timely filing would require unreasonable effort or expense, and specific conditions are met.

Who signed Virtuix Holdings Inc.’s (VTIX) notification of late Form 10-Q filing?

The notification was signed on behalf of Virtuix Holdings Inc. by Jan Goetgeluk, who is identified as the company’s Chairman of the Board and Chief Executive Officer.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

Commission File Number: 001-43067

(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
	☐	Transition Report on Form N-CEN
	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

VIRTUIX HOLDINGS INC.

(Full Name of Registrant)

Not Applicable

(Former Name if Applicable)

11500 Metric Blvd, Suite 430

(Address of Principal Executive Office (Street and Number))

Austin, TX 78758

(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.

Virtuix Holdings Inc. (the “Company”) is unable, without unreasonable effort or expense, to timely file with the Securities and Exchange Commission (the “SEC”) its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 (the “Form 10-Q”). The additional time required to complete the Form 10-Q is primarily attributable to the Company’s recent transition to a new independent registered public accounting firm and the additional time required for the new auditor to complete its review procedures with respect to the Company’s interim financial statements and related disclosures.

The Company expects to file the Form 10-Q no later than within the 5-day extension period provided by Rule 12b-25.

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PART IV — OTHER INFORMATION

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

Jan Goetgeluk		512		947-9029
(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.

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VIRTUIX HOLDINGS 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 12, 2026		By:	/s/ Jan Goetgeluk
				Jan Goetgeluk, Chairman of the Board
				and Chief Executive Officer

INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be filed with the form.

ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

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