UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

NOTIFICATION OF LATE FILING

 

  

 

(Check One):       oForm 10-K        oForm 20-F        oForm 11-K        xForm 10-Q        oForm 10-D        oForm N-SAR        oForm N-CSR

 

For Period Ended: September 30, 2014

 

o  Transition Report on Form 10-K

o  Transition Report on Form 20-F

o  Transition Report on Form 11-K

o  Transition Report on Form 10-Q

o  Transition Report on Form N-SAR

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:

N/A

 

 

 

PART I - REGISTRANT INFORMATION

 

Smith-Midland Corporation

Full Name of Registrant:

 

 

Former Name if Applicable:

 

5119 Catlett Road, P.O. Box 300

Address of Principal Executive Office (Street and Number)

 

Midland, Virginia 22728

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 reasons 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-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 the 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.

 

The Form 10-Q could not be filed within the prescribed time due to employee health issues within the accounting department during the months of July, August and September 2014.

 

 

PART IV - OTHER INFORMATION

 

(1) Name and telephone number of person to contact in regard to this notification.

 

   William A. Kenter  (540)  439-3266
   (Name)  (Area Code)  (Telephone Number)

 

 

 

(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities and 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 the answer is no, identify report(s).

xYes        oNo

 

 

 

(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?

xYes        oNo

 

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.

 

 

 
 

 

 

 

Smith-Midland Corporation

 

(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 14, 2014 By:   /s/William A. Kenter
 

William A. Kenter,

Chief Financial Officer

 

INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be filed with the form.

 

 
 

 

 

PART IV - OTHER INFORMATION

 

(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?

 

As demonstrated by the results of operations reported in Form 10-Q for the period ended September 30, 2013, Smith-Midland Corporation reported a net profit for the nine months then ended. It is anticipated that the Smith-Midland Corporation will report that its income for the third quarter of 2014 will be a small profit and it will report a net loss for the nine months ended September 30, 2014, however, at this time an estimate cannot be reasonably determined as more work is needed to complete the these financial statements.