0001575872-22-001127.txt : 20221115 0001575872-22-001127.hdr.sgml : 20221115 20221115124415 ACCESSION NUMBER: 0001575872-22-001127 CONFORMED SUBMISSION TYPE: NT 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220930 FILED AS OF DATE: 20221115 DATE AS OF CHANGE: 20221115 EFFECTIVENESS DATE: 20221115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Cruzani, Inc. CENTRAL INDEX KEY: 0001381871 STANDARD INDUSTRIAL CLASSIFICATION: MOTORCYCLES, BICYCLES & PARTS [3751] IRS NUMBER: 264144571 STATE OF INCORPORATION: WY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-54624 FILM NUMBER: 221390292 BUSINESS ADDRESS: STREET 1: 208 EAST 51ST STREET STREET 2: #208 CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 646-893-1112 MAIL ADDRESS: STREET 1: 208 EAST 51ST STREET STREET 2: #208 CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: US Highland, Inc. DATE OF NAME CHANGE: 20100224 FORMER COMPANY: FORMER CONFORMED NAME: Harcom Productions, Inc. DATE OF NAME CHANGE: 20061121 NT 10-Q 1 nm024_nt10q.htm NT-10Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SEC FILE NUMBER:

CUSIP NUMBER:

FORM 12b-25

NOTIFICATION OF LATE FILING

(Check one): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-CEN

¨ Form N-CSR

For Period Ended: September 30, 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

For the Transition Period Ended: _____________

Read Instructions (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

Cruzani, Inc.

Full Name of Registrant

Former Name if Applicable

99 Wall Street, Suite 891

Address of Principal Executive Office (Street and Number)

New York. N.Y., 1005

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-CEN 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-CEN, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

(Attach extra sheets if needed)

Cruzani, Inc. (the “Company”) has determined that it is unable, without unreasonable effort or expense, to file its Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2022 (the “Q3 2022 Form 10-Q”) by the prescribed due date because the Company is in the process of preparing the financial statements for the quarter ended September 30, 2022 and will need additional time to complete such financial statements. The Company anticipates that it will file its Q3 2022 Form 10-Q within the five-day grace period provided by Rule 12b-25 of 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

Michael Lakshin		212		398-0002
(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 x 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 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.

Cruzani, 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: November 15, 2022	By:	/s/ Michael Lakshin
	Name:	Michael Lakshin
	Title:	Chairman of the Board/President