UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

  FORM 12b-25

SEC FILE NUMBER

333-181719

     
    CUSIP NUMBER
  NOTIFICATION OF LATE FILING 14141D201

 

(Check one): [X] Form 10-K [_] Form 20-F [_] Form 11-K [_] Form 10-Q
  [_] Form 10-D [_] Form N-CEN [_] Form N-CSR  
   
 

For Period Ended: December 31, 2020

[_] 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: ____________________

 

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

 

CARDAX, INC.
Full Name of Registrant
 
N/A
Former Name if Applicable
 
2800 Woodlawn Drive, Suite 129
Address of Principal Executive Office (Street and Number)
 
Honolulu, Hawaii 96822
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;
         
  [X]   (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 the reasons 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.

 

Cardax, Inc. (the “Company”) was unable to file its Annual Report on Form 10-K for the year ended December 31, 2020 (the “Form 10-K”) by March 31, 2021, the original due date for such filing, without unreasonable effort or expense. The Company required additional time to prepare all documentation requested by its independent registered public accounting firm to complete the audit of the Company’s financial statements for the year ended December 31, 2020. The Company expects to file the Form 10-K within the extension period of 15 calendar days, as provided under Rule 12b-25 under 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
 
  David G. Watumull   (808)   457-1400
  (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.

 

 
 

 

CARDAX, 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: March 31, 2021   By: /s/ David G. Watumull