UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SEC FILE NUMBER:001-25001

CUSIP NUMBER: 31431B 109

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-CEN ☐ Form N-CSR

   
    For Period Ended: September 30, 2022
    ☐ 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:

 

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.

 

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

 

BM TECHNOLOGIES, INC.

Full Name of Registrant

 

 
Former Name if Applicable
 
201 King of Prussia Road, Suite 350

Address of Principal Executive Office (Street and Number)
 
Wayne, PA 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)

 

☒

(a)

 

 

 The reason 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, 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
(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 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)

 

On November 8, 2022, the Company announced entry into the First Amendment to its Deposit Processing Services Agreement (the “Amendment”) with Customers Bank. As such, the Company requires additional time to evaluate the effect of the Amendment on its consolidated financial statements, including management’s assessment of going concern as required by the Financial Accounting Standards Board’s Accounting Standards Codification, 205-40, and to ensure adequate disclosure thereof in the Form 10-Q for the quarter ended September 30, 2022 (the “Third Quarter 10-Q”).

 

The Company intends to file the Third Quarter 10-Q on November 15, 2022.

   

PART IV - OTHER INFORMATION

 

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

Bob Ramsey

   877  

327-9515

  (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 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.

 

2

 

 

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: November 15, 2022 By:  /s/ Bob Ramsey
 

Name: 

Title:

 Bob Ramsey
Chief Financial Officer

  

3

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