UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 12B-25

 

NOTIFICATION OF LATE FILING

 

 

(Check One)

   x Form 10-K  ¨ Form 20-F  ¨ Form 11-K  ¨ Form 10-Q  ¨ Form N-SAR
   
    For Period Ended: December 31, 2014
   
    ¨ 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

 

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

Vystar Corporation

Full Name of Registrant

 

 Former Name if Applicable

2480 Briarcliff Rd NE, #6, Suite 159

Address of Principal Executive Office (Street and Number)

 Atlanta, GA 30329

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;

 

☒ (b) The subject annual report, semi-annual report, transition report on Form 10-K, 20-F, 11-K, or Form N-SAR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject annual report or transition report on Form 10-K, 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.

 

   
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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.

During the year ended December 31, 2014, there were numerous changes in chief financial officers and/or principal accounting officers. Due to the changes in personnel, several matters such as equity issuances and discontinued operations were not accounted for on a timely basis, thus resulting in additional audit procedures by the independent registered accounting firm. Such work is being completed, and the Company expects to file its Form 10-K on or before the fifteenth calendar day following the prescribed due date of March 31, 2015.

 

The below signatory has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized. 

 

PART IV — OTHER INFORMATION

(1)

Name and telephone number of person to contact in regard to this notification

         

Warren S. Binderman

(Name)

  

678

(Area Code)

  

595-6243

(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.

 

 

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Vystar Corporation

(Name of Registrant as Specified in Charter)

 

The below signatory has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

   

Date

March 31, 2015

By: /s/ Warren S. Binderman

  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.