UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2019
or
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from ___________ to ___________
Commission File Number: 001-38078
ADOMANI, INC.
(Exact name of registrant as specified in its charter)
Delaware | 46-0774222 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
4740 Green River Road, Suite 106
Corona, CA 92880
(Address of principal executive offices, including zip code)
(951) 407-9860
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☐ | Accelerated filer | ☐ |
Non-accelerated filer | ☐ | Smaller reporting company | ☒ |
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| Emerging growth company | ☒ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
The number of shares outstanding of the registrant’s only class of common stock as of May 2, 2019 was 72,860,463
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
| Trading Symbol(s) |
| Name of each exchange on which registered |
Common Stock, par value $.00001 per share |
| ADOM |
| NASDAQ Stock Market |
We are filing this Amendment No. 1 on Form 10-Q/A to the Adomani, Inc. quarterly report on Form 10-Q for the quarterly period ended March 31, 2019 filed with the Securities and Exchange Commission on May 3, 2019 (the original Form 10-Q) solely to include missing language in the introductory section of paragraph 4, as well as to add subsection (b) of paragraph 4 of Exhibits 31.1 and 31.2.
No other changes have been made to the original Form 10-Q. This Amendment No. 1 is presented as of the filing date of the original Form 10-Q, does not reflect events that may have occurred subsequent to that date, and does not modify or update in any way disclosures made in the original Form 10-Q, other than as described above.
A list of exhibits is set forth at the end of this Quarterly Report on Form 10-Q for the information required by this item.
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Exhibit Number |
| Exhibit Description |
| Form |
| File No. |
| Exhibit |
| Filing Date |
| Filed Herewith |
31.1 |
| Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer |
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| X |
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31.2 |
| Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer |
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| X |
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32.1# |
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| X | |
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32.2# |
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| X | |
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# | The information in Exhibits 32.1 and 32.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act (including this report), unless the Registrant specifically incorporates the foregoing information into those documents by reference. |
* | In accordance with Rule 402 of Regulation S-T, this interactive data file is deemed not filed or part of this Quarterly Report for purposes of Sections 11 or 12 of the Securities Act or Section 18 of the Exchange Act and otherwise is not subject to liability under these sections. |
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| ADOMANI, INC. | |
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Date: May 22, 2019 | By: | /s/ James L. Reynolds |
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| James L. Reynolds President and Chief Executive Officer (Principal Executive Officer) |
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Date: May 22, 2019 | By: | /s/ Michael K. Menerey |
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| Michael K. Menerey Chief Financial Officer (Principal Financial and Accounting Officer) |
