When 10-K or 10-Q is at risk of late filing, decide whether to file NT, what the new deadline is, whether Item 4.02 is also triggered, and the delisting-risk countdown for Nasdaq / NYSE American / OTCQX. Driven by Rule 12b-25 and the listing-rule cure periods.
Inputs
Original due date is the standard SEC deadline; cure timelines run from that date.
Use the standard deadline; NT extends from this date
Honest limits: Rule 12b-25 NT extensions are not automatic — they require a good-faith representation that the late filing reason is "unreasonable effort or expense" of the registrant. Filing NT does NOT excuse the obligation; it only extends the deadline by 5 calendar days (10-Q) or 15 calendar days (10-K). Filer category affects loss of S-3 eligibility and unseasoned-issuer treatment. Listing rule cure periods are exchange-specific and have hard delisting timelines. This tool gives the framework; outside SEC counsel must finalize the NT disclosure and any concurrent 8-K Item 4.02 filing.
What this tool does NOT do:
Compute S-3 eligibility loss (12-month timely-filer requirement) — separate analysis required
Listing exchange's specific cure plan submission requirements (Nasdaq requires plan within 60 days of NT)
WKSI loss analysis for large accelerated filers
Form 12b-25 written representations of board / counsel
Coordination with lender / debt covenant notification on late filing
Cumulative delinquency analysis (multiple consecutive late filings have compounding effects)