| UNITED STATES | OMB APPROVAL |
| SECURITIES AND EXCHANGE COMMISSION | OMB Number: . . . . . 3235-0058 |
| Washington, D.C. 20549 | Expires: August 31, 2025 |
| Estimated average burden hours | |
| FORM 12b-25 | per response. . . . . . . . 2.50 |
| NOTIFICATION OF LATE FILING |
| SEC FILE NUMBER |
| 1-32955 |
| CUSIP NUMBER |
| 44183U209 |
| (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: June 30, 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:__________________________________
Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.
PART I — REGISTRANT INFORMATION
HOUSTON AMERICAN ENERGY CORP.
Full Name of Registrant
Former Name if Applicable
801 Travis Street, Suite 1425
Address of Principal Executive Office (Street and Number)
Houston, Texas 77002
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 (c) has been attached if applicable. |
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.
Houston American Energy Corp. (the “Company”) is filing this Notification of Late Filing on Form 12b-25 with respect to its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2025 (the “Quarterly Report”) because the Company was unable to complete certain financial information in the Quarterly Report in interactive data format in eXtensible Business Reporting Language (“XBRL”) without unreasonable effort or expense. The Company has submitted its Quarterly Report to its financial printer for preparing the XBRL and is awaiting filing. The Quarterly Report is otherwise complete. Management deems it necessary that additional time be taken in order to ensure that complete, thorough and accurate edgarization and XBRL processing of the Quarterly Report can be completed. The Company is working diligently to complete the Quarterly Report as soon as possible on or before the prescribed due date provided under Rule 12b-25 of the Securities Exchange Act of 1934, as amended.
PART IV — OTHER INFORMATION
| (1) | Name and telephone number of person to contact in regard to this notification |
| Lucie Harwood | (713) | 222-6966 | ||
| (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.
HOUSTON AMERICAN ENERGY 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 | August 14, 2025 | By: | /s/ Lucie Harwood | |
| Lucie Harwood | ||||
| Chief Financial Officer |