NOTIFICATION
OF LATE FILING
(Check
One):
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☐
Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q
☐
Form 10-D ☐ Form N-CEN ☐ Form N-CSR
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For
Period Ended: March 31, 2021
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☐
Transition Report on Form 10-K
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☐
Transition Report on Form 20-F
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☐
Transition Report on Form 11-K
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☐
Transition Report on Form 10-Q
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For
the Transition Period Ended:
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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: Not
Applicable
PART
I – REGISTRANT INFORMATION
BM
Technologies, Inc.
Full
Name of Registrant
Megalith
Financial Acquisition Corp.
Former
Name if Applicable
201
King of Prussia Road, Suite 350
Address
of Principal Executive Office (Street and Number)
Wayne,
Pennsylvania 19087
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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☒
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(a)
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The
reason described in reasonable detail in Part III of this form could not be eliminated without
unreasonable effort or expense;
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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-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
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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 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. (Attach extra Sheets if Needed)
BM
Technologies, Inc. (the “Company”) was unable, without unreasonable effort or expense, to file its Quarterly Report on Form
10-Q for the quarterly period ended March 31, 2021 (the “Quarterly Report”) by the prescribed due date for the reasons described
below.
The
Staff of the Securities and Exchange Commission Issued the Staff Statement on Accounting and Reporting Considerations for Warrants
Issued by Special Purpose Acquisition Companies (“SPACs”) (the “Staff Statement”) on April 12, 2021. In response,
the Company analyzed the issue to determine the proper accounting treatment of its warrants with its advisors and engaged a third party
to perform a valuation of its warrants, which resulted in a delay in the preparation of the Company’s financial statements.
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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Luvleen Sidhu
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(877)
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327-9515
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(Name)
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(Area code)
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(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).
☒ 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?
☐ 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.
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BM Technologies, Inc.
(Name
of Registrant as Specified in Charter)
has
caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
Date: May 17, 2021
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By:
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/s/ Luvleen Sidhu
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Name:
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Luvleen Sidhu
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Title:
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Chief Executive Officer
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3
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