High Wire Networks Form 12b-25 Notification of Late Filing

NT 10-K 1 highwire_nt10k.htm FORM 12B-25 UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON D.C. 20549

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FORM 12b-25

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: December 31, 2025

☐ 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

High Wire Networks, Inc.

Full Name of Registrant

N/A

Former Name if Applicable

3 Columbus Circle, Floor 15

Address of Principal Executive Office (Street and Number)

New York, New York 100119

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-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

High Wire Networks, Inc. (the “Registrant”) is filing this
Notification of Late Filing on Form 12b-25 with respect to its Annual Report on Form 10-K for the fiscal year ended December 31, 2025
(the “Form 10-K”). The compilation, dissemination and review of the information required to be presented in the Form 10-K
for the relevant fiscal year has imposed time constraints that have rendered timely filing of the Form 10-K impracticable without undue
hardship and expense to the registrant. The registrant undertakes the responsibility to file such annual report no later than 15 days
after its original due date.

PART IV - OTHER INFORMATION

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

| Dennis O’Leary, Chief
Executive Office | | (800) | | 434-1012 |
| (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.

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High Wire Networks, 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: March 31, 2026 | By: | /s/ Dennis O’Leary |
| | Name: | Dennis O’Leary |
| | Title: | Chief Executive Office |

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