UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 12b-25

 

NOTIFICATION OF LATE FILING

 

SEC File Number: 001-41045

CUSIP Number: 62857X101

(Check One)

☐  Form 10-K ☒ Form 20-F ☐  Form 11-K ☐  Form 10-Q

 

 

☐  Form 10-D ☐  Form N-SAR ☐  Form N-CSR

 

 

 

For Period Ended:      December 31, 2023

 

 

 

☐  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:

 

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: Not Applicable

 

PART I — REGISTRANT INFORMATION

Mynaric AG

(Full Name of Registrant)

N/A

(Former Name if Applicable)

Bertha-Kipfmüller-Str. 2-8

(Address of Principal Executive Office (Street and Number))

81249 Munich, Germany

(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;

 

(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.

 

Mynaric AG (the “Company”) has determined that it is unable, without unreasonable effort or expense, to file its Annual Report on Form 20-F for the fiscal year ended December 31, 2023 (the “Form 20-F”) by the prescribed due date. The Company requires additional time to finalize its financial statements for the fiscal year ended December 31, 2023, in order to complete the audit of its 2023 financial statements, and to complete the required discussion and analysis of the registrant’s business in the Form 20-F. The registrant anticipates that it will file the Form 20-F within the fifteen-day grace period provided by Exchange Act Rule 12b-25.

 

PART IV — OTHER INFORMATION

 

(1)

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

 

Stefan Berndt-von Bülow

 

+49 (0) 89

 

5589 428 106

(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 ☐  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.
 

 

Signatures

Mynaric has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

 

MYNARIC AG

 

 

 

 

 

 

 

 

 

 

By

 

 

/s/ Mustafa Veziroglu

 

 

 

 

 

 

Name: Mustafa Veziroglu

Title: Chief Executive Officer

 

 

 

 

 

 

 

 

 

 

 

By:

 

 

/s/ Stefan Berndt-von Bülow

 

 

 

 

 

 

Name: Stefan Berndt-von Bülow

 

 

 

 

 

 

Title: Chief Financial Officer

Date

 

April 30, 2024