Notification That Annual Report Will Be Submitted Late (nt 10-k)

 

 

 

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	FORM 12b-25	SEC FILE NUMBER
		000-55372
		CUSIP NUMBER
	NOTIFICATION OF LATE FILING	98420R 106

 

(Check one):	[X] Form 10-K     [  ] Form 20-F    [  ] Form 11-K     [  ] Form 10-Q    [  ] Form 10-D [  ] Form N-SAR  [  ] Form N-CSR
	For Period Ended: June 30, 2017 [  ] 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

 

XFit Brands, Inc.

Full Name of Registrant

Former Name if Applicable

25731 Commercentre Drive

Address of Principal Executive Office (Street and Number)

Lake Forest, CA 92630

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)

 

[X]	(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 the reasons 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.

 

The financial information needed to the completion of Form 10-K has been delayed.

 

PART IV — OTHER INFORMATION

 

(1)	Name and telephone number of person to contact in regard to this notification
	Joseph P. Galda, Esq.		215		815-1534
	(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 [X]

 

	The Registrant’s Form 10-Q for the Quarter ended March 31, 2017
(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 [X]
	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.

 

 

XFIT BRANDS, 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:

October 3, 2017

By:

/s/ J. Gregory Barrow, Chief Executive Officer