Late Filing Notification - Lomond Therapeutics Holdings

NT 10-K 1 ea0283991-nt10k_lomond.htm NOTIFICATION OF LATE FILING

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

| (Check one): | | ☒ Form 10-K ☐ Form N-CSR  ☐ 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: |

| 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

LOMOND THERAPEUTICS HOLDINGS, INC.

Full Name of Registrant

Former Name if Applicable

8 The Green Ste 8490

Address of Principal Executive Office (Street and
Number)

Dover, Delaware 19901

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. |

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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.

Lomond Therapeutics Holdings, Inc. (the “Company”)
is filing this Notification of Late Filing on Form 12b-25 with respect to its Annual Report on Form 10-K as of and for the year ended
December 31, 2025 (the “Form 10-K”). The Company has determined that it is unable to file its Form 10-K within the prescribed
time period without unreasonable effort or expense. The Company requires additional time to finalize, and to allow its auditors to complete
the audit of, its consolidated financial statements and other information in its Form 10-K. The Company is working diligently on the
necessary steps to complete and file its Form 10-K and anticipates it will be able to file its Form 10-K within the 15-day extension period
provided by Rule 12b-25 of the Securities Exchange Act of 1934, as amended.

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PART
IV — OTHER INFORMATION

| (1) | Name and telephone number of person to contact in regard to this notification | | |
| | | | |
| | Iain Dukes | | (212) 739-6400 |
| | (Name) | | (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 Company 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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LOMOND THERAPEUTICS 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: March 31, 2026 | LOMOND THERAPEUTICS HOLDINGS, INC. | |
| | | |
| | By: | /s/ Iain Dukes |
| | | Name: Iain Dukes |
| | | Title: Chief Executive Officer |

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