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 ☐ Form N-SAR ☐ Form N-CSR |
| For Period Ended: | March 31, 2024 |
| ☐ 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
| IVEDA SOLUTIONS, INC. |
| (Full Name of Registrant) |
| (Former Name if Applicable) |
| 1744 S. Val Vista, Suite 213 |
| (Address of Principal Executive Office (Street and Number)) |
| Mesa, Arizona 85204 |
| (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)
| ☒ | (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 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.
We are filing this Notification of Late Filing on Form 12b-25 with respect to our Quarterly Report on Form 10-Q for the period ended March 31, 2024 (the “Quarterly Report”). The Company has determined that it is unable to file its Quarterly Report within the prescribed time period without unreasonable effort or expense.
As previously reported on Form 8-K filed on May 14, 2024, Iveda Solutions, Inc. (the “Company”) dismissed BF Borgers CPA PC (the “Former Auditor”) as the Company’s independent registered public accounting firm on May 9, 2024. On May 3, 2024, the Securities and Exchange Commission (the “SEC”) announced that it had settled charges against Borgers for failure to conduct audits in accordance with the standards of the Public Company Accounting Oversight Board (the “PCAOB”). As part of the settlement, Borgers agreed to a permanent ban on appearing or practicing before the SEC. As a result of Borgers’ settlement with the SEC, the Company dismissed Borgers as its independent auditor.
On May 10, 2024, the Company appointed Kreit & Chiu CPA LLP (“Kreit”) as the Company’s new independent registered public accounting firm for and with respect to the year ending December 31, 2024.
The Company will make every effort to complete the preparation and filing of the Form 10-Q within the five-day extension period afforded by Rule 12b-25 under the Securities Exchange Act of 1934, as amended. If we are unable to file within the five-day extension period afforded by Rule 12b-25 under the Securities Exchange Act of 1934, as amended we will endeavor to file the Form 10-Q as soon as practicable.
PART IV — OTHER INFORMATION
| (1) | Name and telephone number of person to contact in regard to this notification |
| Robert J. Brilon | (480) | 307-8700 | ||
| (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 |
| (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 |
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.
| IVEDA SOLUTIONS, INC. |
| (Name of Registrant as Specified in Charter) |
Iveda Solutions, Inc. has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: May 15, 2024 | By: | /s/ Robert J. Brilon |
| Name: | Robert J. Brilon | |
| Title: | Chief Financial Officer |
