SEC Form NT 10-Q filed by PLUS THERAPEUTICS Inc.

UNITED STATES

OMB APPROVAL

SECURITIES AND EXCHANGE COMMISSION

OMB Number: . . . . . 3235-0058

Washington, D.C. 20549

Expires: May 31, 2025

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FORM 12b-25

per response. . . . . . . . 2.50

NOTIFICATION OF LATE FILING

SEC FILE NUMBER

001-34375

CUSIP NUMBER

72941H509

(Check one):

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

(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 12b-25(c) has been attached if applicable.

(1)

Name and telephone number of person to contact in regard to this notification

Marc H. Hedrick, M.D.

(737)

255-7194

(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.

The Company currently anticipates that it will recognize a liability related to the issuance of the common stock purchase warrants in the March 2025 PIPE Transaction. As a result, the Company expects that total stockholders’ equity as of March 31, 2025 will decrease relative to the prior periods in the Company’s fiscal year ended December 31, 2024. The Company has not yet completed a valuation of the liability associated with such warrants and therefore, is currently unable to quantify the exact amount of the liability, potential decrease to the Company’s net loss for the quarter ended March 31, 2025 and the corresponding decrease to stockholders’ equity.

Date

May 15, 2025

By:

/s/ Marc H. Hedrick, M.D.

Marc H. Hedrick, M.D.

President & Chief Executive Officer