UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER
 
000-28453
 
 
 
CUSIP NUMBER
 
 77544L104

(Check one):
☐ Form 10-K   Form 20-F   Form 11-K   ☒ Form 10-Q   Form 10-D   Form N-SAR   Form N-CSR
 
   
For Period Ended: March 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
 
 
 
Transition Report on Form N-SAR
 
 
 
 
 
   
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


Rokk3r Inc.
(Full Name of Registrant)
 
(Former Name if Applicable)

2121 NW 2nd Avenue #203
(Address of Principal Executive Office)

Miami, Florida 33127
(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-SAR 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-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period. (Attach extra Sheets if Needed)
 
The Registrant could not complete the filing of its Quarterly Report on Form 10-Q for the quarter ended March 31, 2019within the prescribed time period due to its delay in compiling financial information required to be included in its Quarterly Report on Form 10-Q,which delay could not be eliminated by Registrant without unreasonable effort and expense. In accordance with Rule 12b-25 of the Securities Exchange Act of 1934, Registrant will file its Quarterly Report on Form 10-Q no later than the fifth calendar day following the prescribed due date.

PART IV — OTHER INFORMATION

(1)
 
Name and telephone number of person to contact in regard to this notification
 
 
 
 
 
Nabyl Charania
 
(305)
 
259-6637
(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.


Rokk3r 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 15, 2019


 
   
By:  /s / Nabyl Charania
 
 
 
Nabyl Charania
   
Chief Executive Officer


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