UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

  

FORM 12b-25

 

NOTIFICATION OF LATE FILING

  

(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, 2018   ☐ 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: _____________________

 

Read Instruction (on back page) Before Preparing Form. Please Print or Type.

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

 

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

 

DropCar, Inc.

Full Name of Registrant  

  

Former Name if Applicable

 

1412 Broadway, Suite 2105

Address of Principal Executive Office (Street and Number)

 

New York, New York 10018

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 reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
x	(b)	The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K or 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.

 

The Registrant is unable to complete the required financial statements and audit for the fiscal year ended December 31, 2018 on a timely basis without unreasonable effort or expense.

 

PART IV — OTHER INFORMATION

 

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

 

	Spencer Richardson, CEO	(646)	342 – 1595
	(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 the answer is no, identify report(s).    x   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?   x  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 incorrectly categorized $1,119,294 of non-cash expenses as equity in the first quarter of 2018. The adjustment impacts all subsequent quarter cumulative earnings and, as such, the Company anticipates that it will file an amendment to each of the Quarterly Reports on Form 10-Q for the periods ended March 31, 2018, June 30, 2018 and September 30, 2018, respectively, in order to amend and restate its financial results for the affected periods as soon as practicable.  The adjustment has no impact on cash flows.

 

DropCar, Inc.

(Name of Registrant as Specified in Charter)

 

has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.

 

Date:  April 2, 2019	By:	/s/ Spencer Richardson
		Spencer Richardson