UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-K
(Amendment No. 1)

 

(Mark One)

 

  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the fiscal year ended April 30, 2015.

 

  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from ________________ to _______________.

 

Commission file number: 1-8266

 

DATARAM CORPORATION
(Exact name of registrant as specified in its charter)

 

New Jersey   22-183140
(State of Incorporation)   (I.R.S. Employer Identification No.)

 

P.O. Box 7528, Princeton, New Jersey   08543-7528
Address of principal executive offices)   (Zip Code)
     

 

Registrant’s telephone number, including area code: (609) 799-0071

 

Securities registered pursuant to section 12(b) of the Act:

 

  Title of each class   Name of exchange on which registered
  Common Stock, $1.00 Par Value   NASDAQ Stock Market

 

Securities registered pursuant to section 12(g) of the Act: NONE

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes    No 

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes    No 

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes    No 

 

 

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes    No 

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in the definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.   Yes    No 

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company.

 

See definition of “accelerated filer and large accelerated filer and smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company

 

Indicate by check mark whether the registrant is a shell-company (as defined in Rule 12b-2 of the Act).   Yes    No 

 

The aggregate market value of the Common Stock held by non-affiliates of the registrant calculated on the basis of the closing price as of the last business day of the registrant’s most recently completed second quarter, October 31, 2014, was $5,303,126.

 

The number of shares of Common Stock outstanding on July 29, 2015 was 2,801,012 shares.

 

DOCUMENTS INCORPORATED BY REFERENCE:

 

(1)  Portions of the Definitive Proxy Statement for the Annual Meeting of Shareholders to be filed within 120 days of the end of the fiscal year (Definitive Proxy Statement), are incorporated into Part III hereof.

 

 

 

EXPLANATORY NOTE

 

This Form 10-K/A amends the Annual Report on Form 10-K of Dataram Corporation for the twelve-month period ended April 30, 2015 (the “Form 10-K”), as filed with the Securities and Exchange Commission (the “SEC”) on August 7, 2015, for the sole purpose of furnishing the Interactive Data Files as Exhibit 101 in accordance with Rule 405 of Regulation S-T. Exhibit 101 provides the financial statements and related notes from the Form 10-K formatted in XBRL (eXtensible Business Reporting Language).

 

No other changes have been made to the Form 10-K. This Form 10-K/A speaks as of the original filing date of the Form 10-K, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the Form 10-K.

 

 

 

Item 6. Exhibits.

 

Exhibit No Description
   
31(a)* Rule 13a-14(a) Certification of David A. Moylan.
   
31(b)* Rule 13a-14(a) Certification of  Anthony M. Lougee.
   
32(a)* Section 1350 Certification of David A. Moylan (furnished not filed).
   
32(b)* Section 1350 Certification of Anthony M. Lougee (furnished not filed).
   
101.INS XBRL Instance Document.
   
101.SCH XBRL Taxonomy Extension Schema Document
   
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document
   
101.DEF XBRL Taxonomy Extension Definition Linkbase Document
   
101.LAB XBRL Taxonomy Extension Label Linkbase Document
   
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document

 

* Previously filed

 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

      DATARAM CORPORATION
      (Registrant)
       
       
Date: August 13, 2015   By: /s/ David A. Moylan
      David A. Moylan, Chairman and Chief Executive Officer

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the Company and in the capacities and on the dates indicated.

 

 

Date: August 13, 2015   By: /s/ Michael E. Markulec
      Michael E. Markulec, Director

 

Date: August 13, 2015   By: /s/ Richard D. Butler, Jr.
       Richard D. Butler, Jr., Director

 

Date: August 13, 2015   By: /s/ Trent D. Davis
      Trent D. Davis, Director

 

Date: August 13, 2015   By: /s/ Edward M. Karr.
       Edward M. Karr, Director

 

Date: August 13, 2015   By: /s/ Anthony M. Lougee
      Anthony M. Lougee
      Controller
      (Chief Accounting Officer)