Notification That Quarterly Report Will Be Submitted Late (nt 10-q)
November 15 2016 - 1:05PM
Edgar (US Regulatory)
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OMB
APPROVAL
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UNITED
STATES
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OMB
Number: .....3235-0058
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SECURITIES
AND EXCHANGE COMMISSION
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Expires:
October 31, 2018
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Washington,
D.C. 20549
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Estimated
average burden hours per response ... 2.50
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FORM
12b-25
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SEC
FILE NUMBER
000-55372
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NOTIFICATION
OF LATE FILING
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CUSIP
NUMBER
98420R 106
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(Check one):
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[ ] Form 10-K [ ] Form
20-F [ ] Form 11-K [X] Form
10-Q [ ] Form 10-D
[ ] Form
N-SAR [ ] Form N-CSR
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For Period Ended:
September 30, 2016
[ ] 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: ____________________
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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.
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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
XFIT
Brands, Inc.
Full
Name of Registrant
Former
Name if Applicable
25731
Commercentre Drive
Address
of Principal Executive Office
(Street and Number)
Lake
Forest, CA 92630
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)
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(a)
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The
reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense
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[X]
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(b)
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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-Qorsubject distribution reporton Form 10-D, or portion thereof, will be filed
on or before the fifth calendar day following the prescribed due date; and
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(c)
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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. See Attached
SEC
1344 (04-09)
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Persons
who are to respond to the collection of information contained in this form are not required to respond unless the form displays
a currently valid OMB control number.
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Subsequent
to Quarter End the Registrant’s Chief Financial Officer passed away and the Interim Chief Financial Officer needed additional
time to prepare the Form 10-Q.
PART
IV — OTHER INFORMATION
(1)
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Name
and telephone number of person to contact in regard to this notification
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David
E. Vautrin
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949
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916-9680
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(Name)
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(Area
Code)
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(Telephone
Number)
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(2)
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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 [ ]
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(3)
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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]
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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.
XFIT
Brands, 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:
November 15, 2016
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By:
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/s/
David E. Vautrin, Chief Executive Officer
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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.
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