Onar Holding Corp NT 10-K, filed Mar 29, 2024
Onar Holding Corp (ONAR)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC File Number: 000-56012
CUSIP NUMBER: 75955V108
| (Check One): | ☒ | 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: December 31, 2023 | |
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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: ________________________ | |
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
| Reliant Holdings, Inc. |
| Full Name of Registrant |
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| N/A |
| Former Name if Applicable |
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| 12343 Hymeadow Drive, Suite 3-A |
| Address of Principal Executive Office (Street and Number) |
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| Austin, Texas 78750 |
| 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) | 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) | 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) | 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 portion thereof, could not be filed within the prescribed time period.
Reliant Holdings, Inc. (the “Registrant”) has determined that it is unable to file its Annual Report on Form 10-K for the year ended December 31, 2023 (the “Annual Report”) within the prescribed time period without unreasonable effort or expense.
Due to both (a) a lack of financial resources available to the Registrant, and (b) the recent change in the Registrant’s independent registered public accounting firm, as disclosed in greater detail in the Current Report on Form 8-K which the Registrant filed with the Securities and Exchange Commission on November 15, 2023 (the “Current Report”), the Registrant has been delayed in preparing its financial statements for the year ended December 31, 2023, for audit by its independent registered public accounting firm, and has also been delayed in preparing a draft of the Annual Report.
The Registrant is currently preparing its financial statements for the year ended December 31, 2023 for audit by the Registrant’s independent auditing firm, and also plans to begin drafting the Annual Report in the coming days.
As a result of the above, the Registrant is unable to file the Annual Report by the prescribed filing due date. The Registrant expects that it will file the Annual Report within the extension period provided under Rule 12b-25 under the Securities Exchange Act of 1934, as amended.
PART IV — OTHER INFORMATION
Name and telephone number of person to contact in regard to this notification
| Elijah May |
| 512 |
| 407-2623 |
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| (Area Code) |
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| (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.
Forward-looking Statements
This Form 12b-25 includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including the Company’s ability to file the December 31, 2023 Annual Report on Form 10-K during the extension period. Such forward-looking statements are based on assumptions about many important factors, which could cause actual results to differ materially from those in the forward-looking statements, including those risks identified in the Company’s most recent Form 10-K and Form 10-Q and other SEC filings. Unless otherwise required by applicable law, the Company assumes no obligation to update any forward-looking statements, and expressly disclaims any obligation to do so, whether as a result of new information, future events or otherwise.
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Reliant Holdings, 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: March 29, 2024 | By | /s/ Elijah May |
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| Name: Elijah May Title: Chief Executive Officer |
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