Form NT 10-Q Files Dataset

The Form NT 10-Q Files Dataset is the authoritative collection of every Rule 12b-25 notification of a late quarterly report (Form NT 10-Q) and its amendments (Form NT 10-Q/A) filed on EDGAR by domestic Exchange Act reporting registrants. Each record is one accepted EDGAR submission — one accession number — bundling a structured metadata.json header, the SGML-wrapped HTML rendering of the Form 12b-25 body, and any Rule 12b-25(b)(3) financial-information exhibit or Rule 12b-25(c) accountant's representation the filer attached. The notification is filed by the registrant itself, signed by an authorized officer, no later than one business day after the prescribed Form 10-Q due date, and a properly completed notification grants an automatic five-calendar-day extension under Rule 12b-25(b)(2)(ii). Coverage begins with the earliest electronically filed Rule 12b-25 notifications in January 1994 and runs to the present, capturing both NT 10-Q originals and NT 10-Q/A amendments. The dataset is distributed as monthly ZIP containers organized by year, with per-accession folders inside each container.

Dataset APIs

Dataset Files

What This Dataset Contains

The dataset packages every Form NT 10-Q and Form NT 10-Q/A submission accepted by EDGAR — the notifications of late filing for a Form 10-Q (or, historically, a Form 10-QSB) prescribed by Rule 12b-25 under the Securities Exchange Act of 1934. The underlying document is the SEC's general Form 12b-25 template, "Notification of Late Filing," tagged by EDGAR as NT 10-Q when the overdue periodic report is a quarterly report. NT 10-Q records are original notifications; NT 10-Q/A records are amendments to a previously submitted notification, identical in folder shape but flagged in the form-type field and carrying an [Amend] suffix in the EDGAR description.

Coverage runs from January 1994 — the earliest electronically filed Rule 12b-25 notifications tied to overdue 10-Qs — through the present. Paper-era notifications predating mandatory EDGAR adoption are not included. Records are distributed inside monthly ZIP archives organized by year and year-month (for example 2025/2025-07.zip); each archive unpacks into a single month directory whose immediate children are the per-accession folders. Image files referenced by the original submission are excluded; the underlying late Form 10-Q itself, when subsequently filed, is a separate EDGAR submission under its own accession number and lives in the corresponding 10-Q dataset rather than here.

Content Structure of a Single Record

What one record represents

One record corresponds to a single Form NT 10-Q or Form NT 10-Q/A submission as accepted by EDGAR — that is, one accession number and the package of documents filed under it. The record unit is a per-accession folder rather than a database row: each folder is named with the eighteen-digit zero-padded EDGAR accession number (no dashes) and contains a structured metadata.json header alongside the as-filed primary form and any attached exhibits. A record bundles the parsed filing-header metadata, the primary Form 12b-25 rendering, and any Rule 12b-25(b)(3) financial exhibit or Rule 12b-25(c) accountant's representation when the filer attaches one.

What the underlying filing is

Form NT 10-Q is the quarterly-report variant of Form 12b-25, "Notification of Late Filing," prescribed by Rule 12b-25 under the Securities Exchange Act of 1934. A registrant that cannot file its Form 10-Q (or, historically, its Form 10-QSB) by the prescribed deadline must submit Form NT 10-Q no later than one business day after the original due date. By doing so, and by making the representations required by Rule 12b-25(b), the registrant secures the automatic five-calendar-day extension granted under Rule 12b-25(b)(2)(ii) for quarterly reports (the corresponding extension for annual reports is fifteen calendar days). The underlying document is a single, short, federally prescribed form — printed by EDGAR with the title "FORM 12b-25" and the subtitle "NOTIFICATION OF LATE FILING" — internally divided into a cover/header block, four numbered Parts (I Registrant Information, II Rules 12b-25(b) and (c), III Narrative, IV Other Information), a signature block, and the form's General Instructions and attestation boilerplate. NT 10-Q/A filings restate the same form to correct or supplement an earlier notification.

Container and folder layout of one record

Records are distributed inside monthly ZIP archives organized by year and year-month (for example 2025/2025-07.zip); each archive unpacks into a single month directory whose immediate children are the per-accession folders. Within an accession folder, the canonical content is two artifacts: a metadata.json describing the EDGAR submission header, and the primary HTML rendering of the Form 12b-25 body. The HTML file's name is filer- or filing-agent-generated, almost always lowercase with underscores or hyphens, and almost always contains an nt10q, nt10qa, ext10q, or ext token combined with a ticker-like or issuer-like prefix (for example bgof_nt10q.htm, knit_nt10qa.htm, ankam_ext10q.htm, redox_ext.htm). HTM payloads are small — typically tens of kilobytes — because Form 12b-25 is a one- or two-page form. When a registrant attaches a Rule 12b-25(b)(3) financial exhibit or a Rule 12b-25(c) accountant's representation, the additional document is included as a further file in the same accession folder. Image files referenced by the original submission are excluded from the dataset packaging. The complete SGML submission text file (<accession>.txt) is referenced by URL in the metadata but is not extracted into the folder as a separate artifact.

The metadata.json header

Every record carries a metadata.json that mirrors the structured EDGAR header for the submission and uses the same schema across NT 10-Q and NT 10-Q/A. Top-level fields include:

• formType — the literal NT 10-Q or NT 10-Q/A value distinguishing originals from amendments.
• accessionNo — the dashed canonical accession (for example 0001185185-25-000863).
• effectivenessDate — the date EDGAR treats the filing as effective, generally the same calendar day on which it was accepted.
• filedAt — the precise ISO-8601 timestamp of acceptance, including the Eastern-time UTC offset.
• periodOfReport — the fiscal period the late 10-Q was supposed to cover, as YYYY-MM-DD. For calendar-year filers this clusters at the standard quarter-ends (-03-31, -06-30, -09-30); for off-cycle fiscal-year filers the date reflects their own fiscal-quarter terminus (for example -05-31 for a fiscal year ending in late February).
• description — a short EDGAR-supplied string ("Form NT 10-Q - Notification of inability to timely file Form 10-Q or 10-QSB"), with a trailing : [Amend] on amendments.
• linkToFilingDetails, linkToTxt, linkToHtml — URLs back into sec.gov/Archives/edgar for the EDGAR filing-index page, the full SGML/text submission, and the primary HTM rendering.
• linkToXbrl — present in the schema but empty for this form type.
• id — an internal hex identifier for the dataset record.
• documentFormatFiles[] — an array of objects describing every primary submission document, with sequence, size (in bytes, as a string), documentUrl, description, and type per entry. The first entry is the sequence-1 NT 10-Q HTML (the form itself); the second is the unsequenced "Complete submission text file" pointer. Filer-supplied descriptions vary in casing and phrasing across filings ("FORM NT 10-Q", "NT 10-Q", "NOTIFICATION OF LATE FILING", "EXTENSION", "FORM 12B-25"), reflecting the absence of a controlled vocabulary in this header field.
• dataFiles[] — an array reserved for ancillary data files; empty in the typical case where no Rule 12b-25(b)/(c) exhibit is attached.
• seriesAndClassesContractsInformation[] — reserved for investment-company series/contract identifiers; empty for ordinary operating-company filers.
• entities[] — an array of registrant header objects, normally one per filing.

Each entities[] element captures the per-registrant SEC header, including companyName (with a parenthesized role tag such as (Filer)), cik, fileNo, irsNo, filmNo, fiscalYearEnd as four-digit MMDD, stateOfIncorporation (two-letter U.S. state code or EDGAR country code such as E9 for the Cayman Islands), act (almost invariably 34 for the Exchange Act), type (matching the submission's form type), sic (the four-digit SIC code together with its human-readable label), and tickers[] (one or more associated ticker symbols, including share-class and warrant tickers when applicable).

Anatomy of the primary submission HTML

The *.htm document is an SGML-wrapped HTML rendering of Form 12b-25. Every file opens with the standard EDGAR document wrapper, framing the HTML body inside the SGML control fields recognized by EDGAR's submission parser:

          1
          <DOCUMENT>
        

          2
          <TYPE>NT 10-Q
        

          3
          <SEQUENCE>1
        

          4
          <FILENAME>baccnt10q072825.htm
        

          5
          <DESCRIPTION>FORM NT 10-Q
        

          6
          <TEXT>
        

          7
          <html>... (full HTML body of Form 12b-25) ...</html>
        

          8
          </TEXT>
        

          9
          </DOCUMENT>
        

Inside <TEXT>, the body reproduces the SEC's prescribed Form 12b-25 layout in fixed order. The cover/header block prints the agency banner ("UNITED STATES / SECURITIES AND EXCHANGE COMMISSION / Washington, D.C. 20549"), the form title ("FORM 12b-25" or "FORM 12b-25/A"), and the subtitle "NOTIFICATION OF LATE FILING," together with the OMB control box (OMB Number 3235-0058, expiration date, estimated average burden hours per response) and slots for the SEC FILE NUMBER and CUSIP NUMBER. Below the header is a "(Check One)" row listing the report types covered by Rule 12b-25 (10-K/10-KSB, 20-F, 11-K, 10-Q/10-QSB, 10-D, N-CEN, N-CSR, etc.). On NT 10-Q records, the Form 10-Q checkbox is the one selected (commonly rendered with the Unicode glyph ☒ or ☑, an [X] ASCII glyph, or an inline image), and the For Period Ended: field is populated with the missed quarter's end date.

Beneath this header sit the four numbered Parts of the form, followed by the signature attestation and the standard instructions.

Part I — Registrant Information

A short identification block reproducing the registrant's full legal name, any former name (when the registrant changed names since its prior filing), and its principal-office street address, city, state, and ZIP code. This Part is a narrative restatement of identifying information that is also present, in normalized form, in the metadata's entities[] block.

Part II — Rules 12b-25(b) and (c)

A checkbox block by which the registrant invokes — or declines to invoke — the relief provisions of Rule 12b-25. The boxes are labeled (a), (b), and (c) and correspond to the conditions enumerated in Rules 12b-25(b)(1)–(3) and Rule 12b-25(c):

• Box (a) certifies that the reasons for the inability to file timely could not be eliminated by the registrant without unreasonable effort or expense (the Rule 12b-25(b)(1) condition).
• Box (b) certifies that the subject report (the 10-Q) will be filed on or before the fifth calendar day following its prescribed due date — the Rule 12b-25(b)(2)(ii) commitment that activates the quarterly-report grace period.
• Box (c) attests that the portion of the report or subsidiary financial information that has not been filed and the reasons therefor have not been transmitted to the registrant by a third party, where applicable under Rule 12b-25(b)(2)(iii); on the modern form this row is also where filers flag that an accountant's representation under Rule 12b-25(c) is attached.

For an NT 10-Q claiming the standard five-day extension, boxes (a) and (b) are typically both checked. Box (c) is checked only when its representation is being made; an accountant's statement under Rule 12b-25(c), when present, is then included as an additional document in the accession folder.

Part III — Narrative

A free-text section in which the registrant must "state in reasonable detail" the reasons the Form 10-Q could not be filed by its prescribed due date. Length and specificity vary substantially: some narratives are a single sentence ("additional time is needed to finalize the financial statements"); others run to several paragraphs and disclose underlying causes such as restatements, auditor changes, going-concern evaluations, internal-control remediation, ongoing investigations, late-arriving information from acquired entities, system migrations, or backlog of overdue prior-period filings. This Part is the principal qualitative disclosure carried by the form and the primary target of any text-mining or event-extraction workflow built on the dataset.

Part IV — Other Information

A three-question structured-disclosure block:

1. Name, area code, and telephone number of the person at the registrant whom the SEC may contact regarding the notification.
2. A Yes/No question asking whether all other periodic reports required under the Exchange Act during the preceding twelve months (or such shorter period as the registrant has been required to file) have been filed; if No, the registrant must identify the missing reports, surfacing any persistent reporting backlog.
3. A Yes/No question asking whether any significant change in results of operations from the corresponding period of the prior year is anticipated to be reflected in the late-filed report. When the answer is Yes, the registrant must attach an explanation of the change — the financial-information exhibit contemplated by Rule 12b-25(b)(3) — and, where reasonably practicable, an estimate of the change with narrative reasoning. When this exhibit is present, it appears in the dataset record as an additional entry in documentFormatFiles[] and as an additional file inside the accession folder.

Signature block and instructions

The form closes with an attestation block: a printed declaration of authority ("the person filing the report has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized"), the registrant's name, the filing date, and a typed conformed signature in /s/ <name> format together with the signer's title. Form NT 10-Q is signed by an authorized officer of the registrant; the signature is rendered in the HTML body, not supplied as a separate exhibit. After the signature, the body reproduces the SEC's "GENERAL INSTRUCTIONS" and the attention notice that intentional misstatements or omissions of fact constitute federal criminal violations under 18 U.S.C. 1001 and Section 32(a) of the Exchange Act (15 U.S.C. 78ff).

Rule 12b-25(b)(3) financial exhibits and Rule 12b-25(c) attachments

When a registrant answers Yes to Part IV question 3, or invokes Part II box (c), one or more supporting documents accompany the primary form. The most common attachment types are: a narrative discussion and quantitative estimate of the anticipated results-of-operations change (the Rule 12b-25(b)(3) financial-information exhibit); a representation by the registrant's independent accountant under Rule 12b-25(c), typical when the delay relates to accounting matters, an unfinished review, or auditor unavailability; and occasionally a copy of a press release that the registrant cross-references in its narrative. These attachments ship within the same accession folder and appear as additional documentFormatFiles[] entries with their own sequence, size, description, and type fields. Many NT 10-Q filings — particularly those by smaller reporting companies and shell-company filers that simply need additional time to close their books — answer No to Part IV question 3 and ship no exhibit; in such cases the accession folder's only payload is metadata.json plus the single Form 12b-25 HTML.

What the dataset record includes

A complete record bundles: the per-accession folder; the metadata.json header, with normalized form-type, accession, filing timestamps, period of report, registrant identifiers (CIK, file number, IRS EIN, film number, fiscal-year-end, state of incorporation, SIC code, tickers), URLs back to EDGAR, and the document inventory; the SGML-wrapped primary HTML rendering of the Form 12b-25 body; and any Rule 12b-25(b)(3) or Rule 12b-25(c) exhibits the filer included in the original submission. Both NT 10-Q originals and NT 10-Q/A amendments are present in the dataset, distinguished by the formType field and the [Amend] description suffix; an amendment supersedes an earlier notification's content but is shipped as its own independent accession-numbered record rather than as a diff against the prior filing.

What is excluded

Image files (logos, signature scans, embedded graphics) referenced by the original submission are omitted from the dataset packaging. The full SGML "complete submission" text file is referenced by URL in linkToTxt but is not extracted into the accession folder as a separate file — the parsed contents that matter (header fields and the <DOCUMENT> body) are already exposed via metadata.json and the extracted HTM. The dataset also does not include the underlying late Form 10-Q that the notification anticipates; that filing, when later submitted (whether within the five-calendar-day grace window or not), is a separate EDGAR submission under its own accession number and lives in the corresponding 10-Q dataset rather than here.

Changes in required content over time

The structural skeleton of Form 12b-25 has been remarkably stable since EDGAR began accepting electronic filings (phased in from 1993 and mandatory for most domestic filers by May 1996): the four-Part body, the (a)/(b)/(c) certification block, and the Part IV three-question disclosure are essentially the same as they were in the mid-1990s. Within that stable skeleton, several content changes affect the dataset:

• The "(Check One)" cover row has accumulated additional report-type rows over time as the SEC introduced new periodic-report categories — notably the addition of Form 10-D for asset-backed issuers in 2005 under Regulation AB, and the introduction of Forms N-CSR and, later, N-CEN for registered investment companies (with N-CEN replacing N-SAR for fiscal periods ending on or after June 1, 2018). Form NT 10-Q records always check the 10-Q row, but the visible list of unchecked alternative report types has grown.
• Form 10-QSB, the small-business quarterly report, was eliminated as part of the SEC's smaller-reporting-company reforms adopted in 2007 and effective in 2008. Records filed before that transition reference "Form 10-Q or 10-QSB" on the cover row; records filed afterward typically retain only the 10-Q row, although the EDGAR-supplied description string in metadata.json continues to read "Notification of inability to timely file Form 10-Q or 10-QSB" as a legacy artifact.
• The OMB control number, expiration date, and burden-hour estimate printed on the cover have been updated multiple times; these are cosmetic to the dataset but useful for dating an unparsed body.
• The narrative-quality bar in Part III is set by Rule 12b-25 itself (the "reasonable detail" standard) and has not changed materially. SEC staff comment letters and accounting-firm guidance have, over time, increased the average length and specificity of disclosures, particularly when the underlying delay relates to an internal-controls matter, a restatement, or an auditor independence issue.

Changes in data format over time

Form NT 10-Q records span the EDGAR electronic-filing era from 1994 onward, and the as-filed format of the primary submission has evolved across that span:

• Earliest records are plain ASCII text (.txt) wrapped in SGML, with the form body laid out in monospace using whitespace and dashed rules to approximate the printed Form 12b-25. Checkboxes appear as [X] and [ ] ASCII glyphs and the OMB box is rendered as ASCII art.
• HTML-formatted submissions (.htm) became increasingly common from the late 1990s onward and progressively displaced ASCII through the 2000s. Modern records are essentially always HTML, frequently produced by filing-agent toolchains, with checkboxes rendered as Unicode glyphs (☑ / ☒) or inline images.
• HTML rendering style varies between hand-rolled markup and machine-generated single-line output, so any extraction pipeline must tolerate both whitespace-rich and whitespace-collapsed variants when locating Part headers and checkbox states.
• PDF copies appear occasionally as supplementary documents on a small number of records, but the primary form rendering is consistently text or HTML, never PDF as the sequence-1 document.

Interpretation notes

A handful of nuances are worth flagging for downstream use of records:

• The relationship between an NT 10-Q and its underlying late 10-Q is implicit: the dataset does not link a notification to the eventual 10-Q filing. To pair the two, consumers must join on cik and periodOfReport against the 10-Q corpus and use the filedAt ordering to determine whether the late report was ultimately filed within the five-calendar-day grace window or beyond it (or never filed at all).
• NT 10-Q/A records do not embed a structured diff against the prior NT 10-Q. To reconstruct what changed, consumers must compare the amendment's Part III narrative and Part IV answers to those of the earlier accession by the same registrant for the same periodOfReport.
• Part II box (b) being checked is a representation, not a guarantee, that the late 10-Q will land within five calendar days; whether that representation was honored is observable only by inspecting the eventual 10-Q (or its absence) in EDGAR.
• The description field in documentFormatFiles[] is filer-supplied free text and is not a reliable form-type discriminator on its own; the authoritative form-type signal is the top-level formType value and the SGML <TYPE> line inside the document wrapper.
• periodOfReport values that fall on non-calendar-quarter month-ends (-05-31, -08-31, -11-30, -02-28/-02-29) reflect off-cycle fiscal-year-ends rather than data anomalies, and align with the registrant's fiscalYearEnd MMDD field.
• The entities[] array can contain more than one registrant when the filing is jointly made on behalf of multiple co-registrants (common for parent/subsidiary structures with shared reporting obligations), although single-filer submissions are the dominant case for NT 10-Q.
• When extracting Part III narratives, machine-readable section detection is best anchored on the printed Part headings ("Part III" together with "Narrative" and the surrounding rules), since paragraph boundaries inside the narrative are not formally structured and vary widely from filer to filer.
• A failure to file the late 10-Q within the Rule 12b-25(b)(2)(ii) five-calendar-day grace window does not retroactively invalidate the NT 10-Q itself, but it does mean the registrant loses the "timely filed" status for the affected quarter, with downstream consequences (including loss of Form S-3 short-form registration eligibility) that are observable only by joining the NT 10-Q record against subsequent EDGAR activity.

Who Files or Publishes This Dataset, and When

Who files the record

Each Form NT 10-Q record is a Rule 12b-25 notification submitted to EDGAR by an Exchange Act reporting registrant that cannot, or expects it cannot, timely file its quarterly report on Form 10-Q. The legal filer is the registrant itself, signed by an authorized officer; it is not an insider, agent, or third-party filing.

The filer population consists of issuers that report on the domestic Form 10-Q regime under Section 13(a) or Section 15(d) of the Exchange Act, including:

• Domestic operating companies in any filer status (large accelerated, accelerated, non-accelerated, smaller reporting company, emerging growth company).
• Section 15(d) issuers whose reporting obligation has not been suspended.
• Business development companies, REITs, MLPs, and other domestic-form quarterly filers.
• Foreign private issuers that have voluntarily elected to report on domestic forms.

Foreign private issuers reporting on Form 20-F or Form 40-F, and registered investment companies (which file N-CEN, N-CSR, or N-PORT), do not use Form NT 10-Q.

When the record is created or required

The record is event-driven, not periodic. It is triggered the moment the registrant determines it cannot meet the prescribed Form 10-Q filing deadline, regardless of cause (audit or restatement work, ICFR remediation, M&A integration, system or staffing disruption, fraud investigation, etc.).

Underlying 10-Q deadline (General Instruction A.1 to Form 10-Q; Rules 13a-13/15d-13):

• 40 calendar days after fiscal-quarter end for large accelerated and accelerated filers.
• 45 calendar days after fiscal-quarter end for non-accelerated filers and smaller reporting companies.

NT 10-Q filing deadline (Rule 12b-25(a)): no later than one business day after the prescribed 10-Q due date. It may also be filed in advance once lateness is known.

Automatic extension (Rule 12b-25(b)(2)): a timely, properly completed NT 10-Q grants an automatic five calendar day extension of the 10-Q due date. To qualify, the registrant must represent in Part II that:

1. The inability to file timely could not be eliminated without unreasonable effort or expense;
2. The 10-Q (or relevant portion) will be filed within five calendar days of the original due date; and
3. Any required narrative explanation appears in Part III, with Part IV addressing other late filings and any anticipated material change in results of operations.

If the 10-Q is filed within that five-day window, it is deemed timely for purposes such as Form S-3/F-3 eligibility. Note that this is materially shorter than the fifteen calendar day extension Rule 12b-25(b) grants for an annual report on NT 10-K.

Consequences if the extended deadline is missed (or if no NT 10-Q is filed):

• Loss of "all reports timely filed" status under Rules 13a-13/15d-13, breaking Form S-3 / F-3 primary-offering eligibility (General Instruction I.A.3) for twelve months after timely filing is restored.
• Loss of WKSI status and Form S-8 eligibility during delinquency.
• Listing-standard exposure under Nasdaq Rule 5250(c) and the NYSE Listed Company Manual, which mandate notification and impose cure periods that, if missed, can lead to suspension and delisting.
• Potential indenture and credit-agreement compliance breaches where covenants incorporate SEC reporting timeliness.

Important distinctions

• NT 10-Q/A. An amendment corrects or supplements a previously filed NT 10-Q (revised Part III narrative, updated anticipated filing date, corrected period of report, signatory fixes, revised Part IV materiality statement). Filing an NT 10-Q/A does not extend the original five-calendar-day Rule 12b-25(b) relief window.
• NT 10-Q vs. NT 10-K. Both are Rule 12b-25 notifications, but NT 10-K carries a 15-day extension for an annual report, while NT 10-Q carries only a 5-day extension for a quarterly report. A registrant late on both files separate notifications.
• NT 10-Q vs. NT 20-F / NT 40-F. Foreign private issuers on 20-F or 40-F use those NT variants and are absent from this dataset unless they have elected domestic-form reporting.
• NT 10-Q vs. fund NT variants. Registered investment companies use NT N-CEN, NT N-CSR, or NT N-PORT for late fund reports.
• Timely NT 10-Q does not cure a late 10-Q. If the underlying 10-Q is still not filed within the five-day window, the 10-Q is late despite the notification. The dataset captures both outcomes.
• Filer vs. cause. The registrant is the filer; auditors, audit committees, acquirers, or accounting personnel whose work causes the delay are described in Part III but are not filers.
• EDGAR coverage window. The January 1994 start reflects the earliest electronically filed Rule 12b-25 notifications tied to overdue 10-Qs; paper-era notifications predating mandatory EDGAR adoption are not included.

How This Dataset Differs From Similar Datasets or Filings

Form NT 10-Q sits at the intersection of two SEC reporting regimes: Rule 12b-25 late-filing notifications and periodic quarterly reporting. The most useful comparison targets are (1) other Rule 12b-25 notifications covering different underlying reports, (2) the quarterly report whose absence triggers the notification, and (3) event-driven disclosures that frequently co-occur with a delayed 10-Q.

Form NT 10-K (Notification of Late Annual Report)

The closest structural analog. Same Rule 12b-25 mechanics, same notification structure, same narrative-of-delay requirement, same automatic-extension gateway. Key differences:

• Underlying report. NT 10-K covers a delayed 10-K; NT 10-Q covers a delayed 10-Q.
• Extension length under Rule 12b-25(b)(2). NT 10-K grants up to 15 calendar days; NT 10-Q grants only 5 calendar days. The tighter quarterly window means cure-vs-uncured analysis differs materially between the two datasets.
• Volume and seasonality. NT 10-K filings cluster around fiscal year-end; NT 10-Q filings spread across four quarterly cycles per registrant, producing roughly 3-4x the annual volume.

Researchers studying late filings holistically typically need both datasets, since distressed issuers frequently miss both annual and interim deadlines.

Form NT 20-F (Notification of Late Annual Report by FPIs)

NT 20-F is the foreign-private-issuer counterpart for late annual reports. It is not a quarterly analog: FPIs do not file 10-Qs at all, so the two filer populations are mutually exclusive at the registrant level.

• Filer population. Foreign private issuers only.
• Underlying report. Form 20-F annual report.
• No FPI quarterly equivalent. FPIs have no U.S. quarterly periodic-reporting obligation; interim foreign disclosures are typically furnished on Form 6-K and fall outside Rule 12b-25.

Use NT 20-F for FPI annual delinquency; use NT 10-Q for domestic interim delinquency. Use NT 10-K for domestic annual delinquency. There is no Rule 12b-25 equivalent for FPI interim reporting.

Form 10-Q (the Underlying Quarterly Report)

The 10-Q is the report whose absence triggers an NT 10-Q. The two datasets are complements, not substitutes.

• Content. A 10-Q contains full unaudited interim financials, MD&A, controls disclosures, and Part II items. An NT 10-Q contains only the notification, a narrative reason for delay, and (when applicable) condensed Part III financial information under Rule 12b-25(b)(3).
• Timing. The NT 10-Q is filed no later than one business day after the original 10-Q deadline; the 10-Q itself follows within the 5-day extension window, much later, or never.
• Joint use. Cure rates, gap durations, and persistent non-filer identification require joining NT 10-Q records to subsequent 10-Q filings (or their absence). The NT 10-Q dataset alone defines the universe of late-quarterly events but cannot identify which were resolved.

Form 10-Q/A (Amended Quarterly Report)

Often confused with Form NT 10-Q/A but functionally unrelated.

• 10-Q/A restates, corrects, or supplements a previously filed quarterly report and contains revised financial statements or disclosures.
• NT 10-Q/A amends the late-filing notification itself (e.g., to correct the period, revise the anticipated filing date, or supplement the delay narrative). It does not touch the underlying financial report.

A Form 10-Q/A often reflects a downstream restatement; an NT 10-Q/A only revises the notification record. Use 10-Q/A for restatement research; use this dataset for notification-level corrections.

NT 10-Q vs NT 10-Q/A Within This Dataset

Both form types are included.

• NT 10-Q is the original notification; typically at most one per registrant-quarter.
• NT 10-Q/A amends a prior NT 10-Q for the same period and registrant; multiple amendments can chain, linked by the underlying late period rather than by a stable amendment ID.

For one-record-per-registrant-quarter analysis, the latest NT 10-Q/A typically supersedes earlier filings. For timeline analysis (e.g., successive revisions of the anticipated filing date), the full amendment chain must be retained.

Form 8-K, Particularly Item 4.02

8-K is event-driven and frequently co-occurs with NT 10-Q when the delay stems from an accounting issue.

• Item 4.02 (Non-Reliance on Previously Issued Financial Statements). When prior financials become unreliable, the current 10-Q is often delayed pending restatement work. The Item 4.02 8-K explains the substantive accounting determination; the NT 10-Q records the procedural late-filing event. They typically file close in time.
• Items 4.01 (auditor change) and 5.02 (officer departures) also commonly precede NT 10-Q filings when auditor or CFO transitions disrupt the close cycle.
• Content depth. 8-Ks describe the substantive cause; NT 10-Q narratives are usually brief and procedural.

For cause-of-delay analysis, NT 10-Q records must be joined to nearby 8-K filings. This dataset reveals that a delay occurred and the registrant's stated explanation; 8-K provides the deeper substantive disclosure made through a parallel channel.

Form NT 15D2 (Late Filing Notification, Asset-Backed Issuers)

NT 15D2 is the narrow Rule 12b-25 analog for asset-backed issuers unable to file required ABS periodic reports on time.

• Filer population. ABS issuers only.
• Underlying report. ABS-specific periodic reports, not corporate quarterly reports.
• Volume. Far smaller than NT 10-Q.

Operating-company late-filing research uses NT 10-Q (and NT 10-K); ABS late-filing research uses NT 15D2. The populations rarely overlap.

Boundary Summary

The Form NT 10-Q Files Dataset is the authoritative record of every Rule 12b-25 notification of a late quarterly report by a domestic operating company since 1994, plus all NT 10-Q/A amendments. It is distinct from:

• the 10-Q dataset, which holds the financial substance the notification defers;
• other Rule 12b-25 datasets (NT 10-K, NT 20-F, NT 15D2), which cover different reports, filer populations, and extension windows (15 days for annual reports vs. 5 days for quarterly reports);
• 10-Q/A, a financial-content amendment rather than a notification amendment;
• 8-K event filings, especially Item 4.02, which often carry the substantive cause of the delay through a parallel channel.

Use this dataset when the research question concerns late-quarterly-filing events, stated reasons for delay, timing against the 5-calendar-day extension window, or the population of domestic issuers experiencing interim-reporting disruption. It is not a substitute for the quarterly report itself, for restatement disclosures, or for Rule 12b-25 notifications outside the 10-Q regime.

Who Uses This Dataset

Form NT 10-Q is a discrete signal that quarterly reporting has broken down, often pointing to accounting issues, control weaknesses, auditor disputes, liquidity stress, or governance disruption. Different roles read the same record for different purposes.

Equity research and event-driven analysts

Fundamental and event-driven desks use NT 10-Q as a one- to fifteen-day lead on the missed 10-Q. They read the Part IV narrative for restatement, internal-control, or auditor-dispute language, and the anticipated filing date to gauge whether the delay is procedural or structural. Combined with prior NT 10-K/10-Q history for the same registrant, the record drives position trims, hedging into the delayed release, or event trades around the gap when the 10-Q lands.

Forensic accountants and short-side researchers

Short-side and forensic teams treat the Part IV narrative as primary evidence, scanning for audit-committee investigations, identified material weaknesses, prior-period restatements, going-concern evaluations, auditor changes, or inability to complete review procedures. They benchmark the optional Rule 12b-25(b)(3) financial-information exhibit against prior quarters for unexplained deterioration in revenue, margin, or working capital. Repeat filings, NT 10-Q/A amendments, and clusters across affiliated entities feed short theses and forensic memos.

Fixed-income, distressed-debt, and bankruptcy analysts

Credit and distressed desks use the dataset because late filings often precede covenant trips and indenture defaults, since timely SEC filing is itself a typical covenant. They read the Part IV narrative for liquidity language, lender-discussion references, and refinancing status, and use the anticipated filing date to map indenture cure periods. Across the dataset they build watchlists of issuers showing escalating discipline failures: NT 10-Q followed by NT 10-K, repeat NT 10-Q/A amendments, or consecutive-quarter delinquencies.

Securities counsel and compliance

When advising a registrant that may need to file its own Form 12b-25, securities lawyers study peer Part IV narratives for the right level of specificity, framing of the cause, and phrasing of the Rule 12b-25(b) representation about filing within the extension. Compliance monitoring teams separately track counterparty NT 10-Q frequency, whether amendments were filed, and whether the underlying 10-Q arrived inside the five-business-day automatic extension or slipped beyond it.

Audit firms and audit-quality researchers

Audit-quality teams and enforcement researchers cluster NT 10-Q records by audit firm, office, industry, and period to surface abnormal volume that correlates with PCAOB inspection cycles, partner transitions, or internal review programs. Engagement teams also use peer Part IV narratives to assess whether a client's emerging delay is idiosyncratic or sector-wide.

Quantitative researchers and academic finance

Quants and academics use the 1994-onward history to build delinquency factors, restatement-risk scores, and event-study samples. They extract Part I registrant identifiers, period of report, anticipated filing date, the Part III flag for 12b-25(b) relief, and the Part II/III certifications, then text-classify the Part IV narrative into reason buckets (audit, accounting review, personnel, systems, force majeure). NT 10-Q/A amendments are essential for survivorship-aware backtests against subsequent returns, restatements, delistings, or defaults.

Index providers and listing-compliance teams

Exchange listing-compliance staff and index methodology teams use the dataset to track issuers against timeliness rules that drive deficiency notices, cure periods, and delisting or index-removal decisions. The dated per-issuer NT 10-Q record (including amendment status) lets them build deficiency timelines and reconcile against internal surveillance.

Investor relations and corporate secretaries

IR teams and corporate secretaries facing a likely delay benchmark peer Part IV narratives, anticipated filing date specificity, whether a 12b-25(b)(3) financial-information exhibit was attached, and the subsequent communication cadence. This shapes their own draft narrative, board memo, and shareholder messaging.

Disclosure-monitoring ML and RAG developers

Teams building disclosure-monitoring LLM and retrieval systems use the Part IV narratives as a constrained, labeled corpus for training classifiers and extraction prompts that flag restatement language, going-concern hints, auditor changes, and control-weakness mentions inside broader filing streams.

What unites these users is that an NT 10-Q is rarely routine: the Part IV narrative, anticipated filing date, 12b-25(b)(3) exhibit, and amendment status carry information that directly drives analytical, credit, legal, and surveillance workflows.

Specific Use Cases

Concrete workflows the Form NT 10-Q Files Dataset supports across event-driven trading, credit, audit, compliance, and quantitative research.

Computing 5-day cure rates against subsequent 10-Q filings

Join each NT 10-Q record on cik and periodOfReport against the Form 10-Q corpus, then compare filedAt of the eventual 10-Q to the original due date plus five calendar days. The output is a per-registrant, per-quarter cure flag (cured-in-window / cured-late / never-cured) that feeds delinquency factor construction, listing-compliance dashboards, and indenture cure-period tracking. NT 10-Q/A records in the chain are folded in to capture revisions of the anticipated filing date.

Classifying Part III narratives into reason buckets

Extract the Part III "Narrative" block from the primary *.htm document for every accession and run a text classifier (or LLM extraction prompt) to bucket reasons into restatement, material-weakness remediation, auditor change/dispute, going-concern evaluation, acquisition close-out, system migration, or "additional time needed." The labeled output supports restatement-risk scores, short-side screens, and training corpora for disclosure-monitoring models that flag the same language in adjacent filings.

Auditor-portfolio anomaly detection

Aggregate NT 10-Q volume by audit firm and audit office (joined externally on cik to audit-firm registries), bucketed by quarter and SIC. Spikes flag stressed engagement teams during PCAOB inspection cycles, partner transitions, or office-level capacity issues, and are paired with entities[].sic to separate sector-driven clusters from firm-driven ones. Output is a watchlist of audit firm/office cohorts with abnormal late-quarterly rates.

Co-occurrence joins with 8-K Item 4.02 and 4.01

For each NT 10-Q, scan the same registrant's Form 8-K filings within a +/- 30-day window for Item 4.02 (non-reliance) and Item 4.01 (auditor change). The intersection isolates NT 10-Qs caused by substantive accounting failures rather than routine close delays, producing a higher-precision restatement event sample for event studies and forensic memos than either dataset yields alone.

Persistent-delinquency and chronic-non-filer screens

Group records by cik across 1994-present and flag registrants with consecutive-quarter NT 10-Q filings, a No answer to Part IV question 2 (other periodic reports current), or chained NT 10-Q/A amendments revising the anticipated date more than once. The resulting roster feeds distressed-debt watchlists, S-3 eligibility checks, and exchange listing-deficiency surveillance.

Peer-narrative drafting reference for securities counsel

Filter accessions by SIC, registrant size, and stated reason (e.g., auditor-review delays in mid-cap biotech) and pull the matched Part III narratives plus any Rule 12b-25(b)(3) exhibit. Lawyers use the corpus to calibrate the level of specificity, the Rule 12b-25(b) representation phrasing, and the anticipated-date wording for a client preparing its own Form 12b-25.

Rule 12b-25(b)(3) exhibit extraction for early-warning financials

Filter records where documentFormatFiles[] contains an entry beyond the sequence-1 form (signaling a Part IV question 3 exhibit or Rule 12b-25(c) accountant's representation) and extract the attached document. The exhibit yields a preliminary, registrant-stated estimate of the quarter's results-of-operations change days before the actual 10-Q lands, supporting pre-release event trades and credit-risk re-pricing.

Dataset Access

The Form NT 10-Q Files Dataset is distributed through three access methods: a JSON index endpoint that exposes dataset metadata and the full container listing, a single archive download for the entire dataset, and per-container downloads for incremental retrieval. The dataset covers filings from January 1994 to the present and is organized into monthly ZIP containers grouped by year. Each container holds per-accession folders containing a metadata.json file alongside the original EDGAR filing documents (TXT, HTML, PDF, JSON), excluding image files.

Dataset Index JSON API: https://api.sec-api.io/datasets/form-nt-10q-files.json

This endpoint returns dataset-level metadata — name, description, updatedAt, earliestSampleDate, total records, total size, covered form types (NT 10-Q, NT 10-Q/A), container format (ZIP), and file types — together with the full dataset download URL and a containers array listing every individual container file with its key, size, records, updatedAt, and downloadUrl. Use it to enumerate available containers and to detect which containers changed in the most recent refresh, so you can incrementally download only the updated files. This endpoint does not require an API key.

Example response:

          1
          {
        

          2
            "datasetId": "1f13365b-9ae0-68f4-9bfc-d90503646a65",
        

          3
            "datasetDownloadUrl": "https://api.sec-api.io/datasets/form-nt-10q-files.zip",
        

          4
            "name": "Form NT 10-Q Files Dataset",
        

          5
            "updatedAt": "2026-04-23T03:02:09.909Z",
        

          6
            "earliestSampleDate": "1994-01-01",
        

          7
            "totalRecords": 82059,
        

          8
            "totalSize": 338200651,
        

          9
            "formTypes": ["NT 10-Q", "NT 10-Q/A"],
        

          10
            "containerFormat": "ZIP",
        

          11
            "fileTypes": ["TXT", "JSON", "HTML", "PDF"],
        

          12
            "containers": [
        

          13
              {
        

          14
                "downloadUrl": "https://api.sec-api.io/datasets/form-nt-10q-files/2026/2026-04.zip",
        

          15
                "key": "2026/2026-04.zip",
        

          16
                "size": 2841523,
        

          17
                "records": 312,
        

          18
                "updatedAt": "2026-04-23T03:02:09.909Z"
        

          19
              }
        

          20
            ]
        

          21
          }
        

Download Entire Dataset: https://api.sec-api.io/datasets/form-nt-10q-files.zip?token=YOUR_API_KEY

Downloads the complete dataset as a single ZIP archive containing all monthly containers from 1994 through the current month. This endpoint requires a valid SEC API key passed via the token query parameter.

Download Single Container: https://api.sec-api.io/datasets/form-nt-10q-files/2026/2026-04.zip?token=YOUR_API_KEY

Downloads one monthly container instead of the full archive. Use the key or downloadUrl returned by the dataset index JSON API to target a specific year/month file. Each container, once extracted, contains per-accession folders with a metadata.json file and the associated filing documents. This endpoint requires a valid SEC API key.

Frequently Asked Questions

What form does this dataset cover?

The dataset covers Form NT 10-Q and Form NT 10-Q/A — the quarterly-report variant of Form 12b-25, "Notification of Late Filing," prescribed by Rule 12b-25 under the Securities Exchange Act of 1934. NT 10-Q is the original notification that a Form 10-Q (or, historically, Form 10-QSB) cannot be filed by its prescribed due date; NT 10-Q/A is an amendment to a previously submitted notification.

What does one record in this dataset represent?

One record corresponds to a single Form NT 10-Q or NT 10-Q/A submission accepted by EDGAR — that is, one accession number and the package of documents filed under it. The record unit is a per-accession folder containing a metadata.json header, the SGML-wrapped HTML rendering of the Form 12b-25 body, and any Rule 12b-25(b)(3) financial exhibit or Rule 12b-25(c) accountant's representation the filer attached.

Who is required to file this form?

The legal filer is the registrant itself, signed by an authorized officer. The filer population consists of issuers that report on the domestic Form 10-Q regime under Section 13(a) or 15(d) of the Exchange Act, including domestic operating companies in any filer status, Section 15(d) issuers whose reporting obligation has not been suspended, business development companies, REITs, MLPs, and foreign private issuers that have voluntarily elected to report on domestic forms. Foreign private issuers reporting on Form 20-F or 40-F and registered investment companies do not use Form NT 10-Q.

What are the filing deadlines?

The underlying Form 10-Q is due 40 calendar days after fiscal-quarter end for large accelerated and accelerated filers, and 45 calendar days after fiscal-quarter end for non-accelerated filers and smaller reporting companies. Under Rule 12b-25(a), the NT 10-Q itself must be filed no later than one business day after the prescribed 10-Q due date. A timely, properly completed NT 10-Q grants an automatic five-calendar-day extension under Rule 12b-25(b)(2)(ii); if the 10-Q is filed within that window, it is deemed timely for purposes such as Form S-3/F-3 eligibility.

How does NT 10-Q differ from NT 10-K?

Both are Rule 12b-25 notifications with identical structure, but NT 10-K covers a delayed annual report and grants an automatic 15-calendar-day extension, while NT 10-Q covers a delayed quarterly report and grants only a 5-calendar-day extension. The tighter quarterly window means cure-vs-uncured analysis differs materially between the two datasets, and a registrant late on both files separate notifications.

What time period does the dataset cover, and what file format is it distributed in?

The dataset covers filings from January 1994 — the earliest electronically filed Rule 12b-25 notifications on EDGAR — through the present. It is distributed as monthly ZIP containers organized by year and year-month (for example 2025/2025-07.zip); each container unpacks into per-accession folders containing TXT, HTML, PDF, and JSON files. Image files referenced by the original submission are excluded.

Does an NT 10-Q tell me whether the late 10-Q was eventually filed?

No. The dataset captures the notification event but does not link a notification to its eventual 10-Q filing. To determine whether a late 10-Q was filed within the five-calendar-day grace window, beyond it, or never, consumers must join NT 10-Q records on cik and periodOfReport against the 10-Q corpus and use the filedAt ordering. Part II box (b) being checked is a representation that the late 10-Q will land within five days, not a guarantee that it did.