Form NT 10-K - Notification of inability to timely file Form 10-K 405, 10-K, 10-KSB 405, 10-KSB, 10-KT, or 10-KT405
02 April 2024 - 7:05AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(CHECK ONE): |
☒ Form
10-K |
☐ Form
20-F |
☐ Form 11-K |
☐ Form 10-Q |
☐ Form 10-D |
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☐ Form N-CEN |
☐ Form N-CSR |
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Commission File Number: 001-40686 |
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For Period Ended: December 31, 2023 |
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☐ Transition Report on Form 10-K |
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☐ Transition Report on Form 20-F |
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☐ Transition Report on Form 11-K |
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☐ Transition Report on Form 10-Q |
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☐ Transition Report on Form N-SAR |
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For the Transaction 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
Zalatoris II Acquisition Corp |
Full Name of Registrant |
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Former Name if Applicable |
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55 West 46th Street, 30th Floor |
Address of Principal Executive Office (Street and Number) |
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New York, New York 10036 |
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)
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(a) |
The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; |
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(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 |
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(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.
Zalatoris II Acquisition Corp (the “Company”)
has determined that it is unable, without unreasonable effort or expense, to file its Annual Report on Form 10-K for the fourth quarter
and fiscal year ended December 31, 2023 (the “2023 Form 10-K”) by the prescribed due date because the Company is in the process
of preparing the financial statements for the fourth quarter and fiscal year ended December 31, 2023, and will need additional time to
complete such financial statements. The Company’s independent registered public accounting firm will also need additional time to
complete its review and audit of the financial statements for the fourth quarter and fiscal year ended December 31, 2023. The Company
anticipates that it will file its 2023 Form 10-K within the fifteen-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 |
Adeel Rouf |
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347 |
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720 - 2907 |
(Name) |
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(Area Code) |
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(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 |
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(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 |
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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. |
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Zalatoris II Acquisition Corp |
(Name of Registrant as Specified in Charter) |
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has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized. |
Date: April 1, 2024 |
By: |
/s/ Adeel Rouf |
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