Notification That Annual Report Will Be Submitted Late (nt 10-k)
March 31 2023 - 5:15PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington,
D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE
FILING
SEC File Number: 333-147980
(Check one):
☒ Form 10-K
☐ Form 20-F
☐ Form 11-K
☐ Form 10-Q
☐ Form N-SAR
For Period Ended: December 31,
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
☐ Transition Report on Form N-SAR
For the Transition Period Ended: _______________
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
12b-25
OriginClear, Inc. |
Full Name of Registrant |
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Former Name if Applicable |
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13575 58th Street North, Suite 200 |
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Address of Principal Executive Office (Street and Number) |
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Clearwater, FL 33760 |
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City, State and Zip Code |
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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
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 Forms 10-K, 20-F, 11-K, Form N-SAR, or portion thereof, will be filed on or before the 15th calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q, 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, 11-K, 20-F, 10-Q, N-SAR, or the transition report portion thereof, could not be filed within the prescribed time period.
The
Company has encountered a minor delay in assembling the financial information for the year ended December 31, 2022. The timely filing
of Form 10-K has become impracticable without undue hardship and expense to the Company.
PART IV - OTHER
INFORMATION
| (1) | Name and telephone number of person to contact in regard to
this notification: |
T Riggs Eckelberry |
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(727) 440-4603 |
(Name) |
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(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 reports)
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.
OriginClear, 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 31, 2023
/s/ T. Riggs Eckelberry |
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By: |
T. Riggs Eckelberry |
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Its: |
Chief Executive Officer |
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3
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