Patriot Gold Corp Late Filing Notice for Form 10-K

NT 10-K 1 patriotgold_ext.htm NOTIFICATION OF LATE FILING

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE
FILING

SEC File Number: 000-32919

| (Check one): | ☒ Form 10-K        ☐ Form
20-F        ☐ Form
11-K        ☐ Form
10-Q        ☐ Form
10-D        ☐ Form N-SAR        ☐ 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
☐ Transition Report on Form N-SAR

For the Transition Period Ended: ____________________

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

| |
| PATRIOT GOLD CORP. |
| Full Name of Registrant |
| |
| |
| Former Name if Applicable |
| **** |
| 401 Ryland St., Ste.180 |
| Address of Principal Executive Office (Street and Number) |
| |
| Reno, Nevada 89502 |
| City, State and Zip Code |

| | 1 | |

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-SAR 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 the
reasons 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.

Patriot Gold Corp., a Nevada corporation
(the “Company”), was unable, without unreasonable effort or expense, to file its Annual Report on Form 10-K for the fiscal
year ended December 31, 2025 (the “Form 10-K”) by the prescribed deadline because additional time, resources and effort are
required to complete work related to the Company’s financial reporting and close procedures. The Company expects to file its Form
10-K as soon as possible, but no later than the fifteenth calendar day following the prescribed due date of the Form 10-K.

PART IV — OTHER INFORMATION

| | | | | | |
| (1) | Name and telephone number of person to contact in regard to this notification | | | | |
| | | | | | |
| **** | Trevor Newton, President | **** | 702 | **** | 456-9565 |
| | (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 | |

PATRIOT GOLD CORP.
(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 | By: | /s/ Trevor Newton
Name: Trevor Newton
Title: President |

| | 3 | |