UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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OMB APPROVAL
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FORM 12b-25
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OMB Number:................3235-0058
Expires:.................October 31, 2018
Estimated average burden
Hours per form........................ 2.50
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NOTIFICATION OF LATE FILING
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SEC FILE NUMBER
000-52776
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(Check
One)
:
[_]
Form 10-K
[_]
Form 20-F
[_]
Form
11-K
[X]
Form 10-Q
[_]
Form 10-D
[_]
Form
N-SAR
[_]
Form N-CSR
For Period Ended:
September 30,
2017
[_]
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 Instructions (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.
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If the notification relates to a portion of
the filing checked above, identify the Item(s) to which the notification relates:
N/A
PART I – REGISTRANT INFORMATION
Newtown Lane Marketing, Incorporated
Full Name of Registrant
N/A
Former Name if Applicable
c/o Graubard Miller, 405 Lexington Avenue, 11
th
Floor
Address of Principal Executive Office
(Street and Number)
New York, New York 10174
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)
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(a)
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The
reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
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[X]
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(b)
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The
subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form-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
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(c)
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The
accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.
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PART III – NARRATIVE
State below in reasonable detail the reasons
why the Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N
B
SAR, N-CSR, or the transition
report or portion thereof, could not be filed within the prescribed time period. (Attach extra sheets if needed)
The Company’s Quarterly Report on Form 10-Q for
the quarter ended September 30, 2017 was unable to be completed in time without unreasonable effort and expense to the Company
because the Company does not have a full-time administrative and accounting staff and, as a result, was unable to accurately and
completely compile the information required to be included in the Form.
PART IV – OTHER INFORMATION
(1)
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Name and telephone number of person to contact in regard to this
notification
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Jonathan J. Ledecky
(Name)
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(212)
(Area Code)
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818-8800
(Telephone Number)
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(2)
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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).
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[X]
Yes
[_]
No
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(3)
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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?
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[_]
Yes
[X]
No
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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.
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NEWTOWN LANE MARKETING, INCORPORATED
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date:
November 14, 2017
By:
/s/ Jonathan J. Ledecky
Jonathan J. Ledecky, President
INSTRUCTION: The form may be signed by an executive
officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall
be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be
filed with the form.
ATTENTION
Intentional misstatements or omissions
of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).
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