UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 12b-25

 

 

 

NOTIFICATION OF LATE FILING

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OMB Number: 3235-0058

Expires: August 31, 2015

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SEC FILE NUMBER

001-08266

 
 

CUSIP NUMBER

238108203

(Check one): [   ] Form 10-K [   ] Form 20-F [   ] Form 11-K [X] Form 10-Q [   ] Form 10-D [   ] Form N-SAR
  [   ] Form N-CSR          
  For Period Ended October 31, 2014  
       
  [   ] 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      
                       

 

Read Instruction (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

Dataram Corporation
Full Name of Registrant

   
Former Name if Applicable

P.O. Box 7528
Address of Principal Executive Office (Street and Number)

Princeton, New Jersey 08543
City, State and Zip Code

PART 11 - 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).

 

[x] (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 Form 10-K, Form 20-F, 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 of 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.

Dataram Corporation (the “Company”) is awaiting the completion of the review of its financial statements and related MD&A by its independent registered public accounting firm in order to complete the preparation of the Company’s Quarterly Report on Form 10-Q for the period ended October 31, 2014 (the “Second Quarter”). Therefore, the Company is unable to file the Second Quarter 10-Q by the December 15, 2014 deadline without unreasonable effort or expense. On December 2, 2014, the Company filed a Current Report on Form 8-K relating to its change in registered public accounting firm, which has contributed to the delay. The Company expects that the Second Quarter 10-Q will be filed with the U.S. Securities and Exchange Commission (the “SEC”) within the five-calendar-day period set forth in Rule 12b-25(b) under the Securities Exchange Act of 1934, as amended.

 

PART IV - OTHER INFORMATION

 

(1) Name and telephone number of person to contact in regard to this notification
   
Marc P. Palker   
  (609)   799-0071
  (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).
[X] 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  [X] 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.  
             

Dataram Corporation
(Name of Registrant as Specified in Charter)

 

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date   December 12, 2014   By   /s/ Marc P. Palker
        Chief Financial Officer

 

 

INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be filed with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).