Washington, DC 20549



FORM 12b-25





(Check one): ☐Form 10-K   ☐Form 20-F   ☐Form 11-K ☒ Form 10-Q   ☐ Form N-SAR   ☐Form N-CSR



For Period Ended:    September 30, 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:


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:





(Exact Name of Registrant as Specified in its Charter)



Former Name if Applicable


One Branca Road

(Address of Principal Executive Office (Street and Number)


East Rutherford, New Jersey 07073

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)



The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;





The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, 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 of 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






The accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.





State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.


The Registrant has been unable to complete preparation and to file its Quarterly Report on Form 10-Q for the period ended September 30, 2018 by the November 14, 2018 filing date applicable to smaller reporting companies without unreasonable effort and expense due to unavoidable delays in gathering information required for completing its financial statements and other disclosures in the Quarterly Report.  It is anticipated that the Quarterly Report will be filed on or before the 5th calendar day following the prescribed due date.





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


Joseph P. Macaluso




  (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.






Tel-Instrument Electronics Corp.

(Name of Registrant as Specified in Charter)



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





Dated:  November 14, 2018


/s/ Joseph P. Macaluso     



Joseph P. Macaluso



Principal Accounting Officer









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