NT 10-K Late Filing Notification - BYRN Inc.

SEC EDGAR: Late Filing Notices

Published March 31st, 2026

Detected March 31st, 2026

Summary

BYRN Inc. filed Form 12b-25 with the SEC notifying of its inability to file Form 10-K for the fiscal year ended December 31, 2025 by the prescribed deadline. The company states it was unable to compile the necessary financial information required to complete the annual filing without unreasonable effort or expense. The notification invokes Rule 12b-25 to obtain an automatic extension period.

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What changed

BYRN Inc. (ticker BYRN) submitted a Notification of Late Filing on Form 12b-25 to the SEC on March 31, 2026. The company states it could not complete its Form 10-K for fiscal year 2025 by the prescribed deadline due to inability to compile necessary financial information. Under Rule 12b-25, the company is entitled to an automatic extension—the subject annual report must be filed on or before the fifteenth calendar day following the prescribed due date, extending the filing deadline to approximately April 15, 2026.

Companies should note that filing Form 12b-25 does not prevent SEC enforcement action if the report is ultimately not filed. Registrants experiencing similar compilation difficulties should ensure the notification accurately describes the reasons for delay and attach any required accountant statements under Rule 12b-25(c) if applicable. Investors and compliance teams should monitor BYRN's subsequent 10-K filing to confirm it is submitted within the extension period.

What to do next

Monitor BYRN's subsequent Form 10-K filing to confirm it is submitted by the April 15, 2026 extension deadline
Review Form 12b-25 procedures within your compliance program for potential use if needed
Ensure timely submission of any required accountant statements or exhibits under Rule 12b-25(c) if applicable

Source document (simplified)

NT 10-K 1 ea0284439-nt10k_byrn.htm NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE
COMMISSION

Washington, D.C. 20549

FORM 12b-25

Notification of Late Filing

(Check One):

☒ Form 10-K ☐
Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐
Form N-SAR

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 |
| | ☐ | Transition Report on Form N-SAR |

For the Transition Period
Ended: N/A

If the notification relates
to a portion of the filing checked above, identify the Item(s) to which the notification relates:

| 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. |

| |

| 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-(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, 11-K or Form N- SAR, 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 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 the reasons why Form 10-K, 20-F, 11-K, 10-Q, N-SAR, or the transition report or portion thereof could not be file within the prescribed
period.

The Company was unable
to compile the necessary financial information required to prepare a complete the Annual filing on Form 10-K. The Company would be unable
to file the periodic report in a timely manner without unreasonable effort or expense. The Company expects to file within the extension
period.

| 2 |

| |

PART IV — OTHER
INFORMATION

| | (1) | Name and telephone number of person to contract in regard to this notification. |

| | (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.

| 3 |

| |

BYRN INC.

(Name of Registrant as
specified in charter)

has caused this notification
to be signed on its behalf by the undersigned thereunto duly authorized.