Notification That Annual Report Will Be Submitted Late (nt 10-k)
May 14 2020 - 4:16PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
12b-25
Commission
File Number: 000-55431
NOTIFICATION
OF LATE FILING
☒ Form
10-K ☐ Form 20-F ☐ Form 11-K ☐ Form
10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR
For
Period Ended: December 31, 2019
☐ Transition
Report on Form 10-K
☐ Transition
Report on Form 20-F
☐ Transition
Report on Form 11-K
☐ Transition
Report on Form 10-Q
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: _____________________________________________________________________________________________
PART
I
REGISTRANT
INFORMATION
Full name of registrant
|
MassRoots, Inc.
|
Former name if applicable
|
|
Address of principal executive office (street
and number)
|
1560 Broadway, Suite 17-105
|
City, state and zip code
|
Denver, CO 80202
|
PART
II
RULE
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;
|
|
|
|
☒
|
(b)
|
The
subject annual report, semi-annual report, transition report on Form 10-K, 20-F, 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.
|
PART
III
NARRATIVE
State
below in reasonable detail the reasons 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.
MassRoots,
Inc. (the “Company”) is unable to file its Annual Report on Form 10-K for its year ended December 31, 2019 by the
prescribed date without unreasonable effort or expense. Because of constraints placed on the Company and its personnel resulting
from the COVID-19 pandemic, the Company was unable to compile and review certain information required in order to permit the Company
to file a timely and accurate report on the Company’s financial condition. The Company believes that the Annual Report will
be completed and filed within the fifteen day extension period provided under Rule 12b-25 of the Securities Exchange Act of 1934,
as amended.
The Company is relying
on the order of the Securities and Exchange Commission, Release No. 34-88465 dated March 25, 2020, for the extension of the filing
deadline of its Annual Report on Form 10-K for the year ended December 31, 2019.
PART
IV
OTHER
INFORMATION
(1)
Name and telephone number of person to contact in regard to this notification
Isaac
Dietrich
|
|
(720)
|
|
240-9546
|
(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).
☒ 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.
MassRoots,
Inc.
Has
caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
Dated: May 14, 2020
|
/s/
Isaac Dietrich
|
|
By:
|
Isaac Dietrich
|
|
Title:
|
Chief Executive Officer
|
-3-