UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
SEC File Number: 001-38671
CUSIP Number: 139737 100
NOTIFICATION OF LATE FILING
(Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-SAR
¨ Form N-CSR
¨ Form N-CSR
For Period Ended: September 30, 2018
¨ 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:
_____________________________________________________________________________________________
PART I -- REGISTRANT INFORMATION
Capital Bancorp, Inc.
Full Name of Registrant
Former Name if Applicable
2275 Research Boulevard, Suite 600
Address of Principal Executive Office (Street and Number)
Rockville, Maryland 20850
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 Form 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR or the transition report portion thereof, could not be filed within the prescribed time period.
The management of Capital Bancorp, Inc. (the “Company”) worked diligently to prepare and timely file its first quarterly report on Form 10-Q for the quarter ended September 30, 2018 (the “10-Q”), but the Company encountered difficulties in completing the accounting and reporting for certain disclosures and could not complete the 10-Q by the November 14, 2018 deadline without unreasonable expense and effort. In accordance with the deadline extension of Rule 12b-25 of the Securities Exchange Act of 1934, as amended, the Company filed its 10-Q on November 15, 2018.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification
Alan W. Jackson | 301 | 468-8848 | ||
(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 the answer is no, identify report(s).
x 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 x 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.
Capital Bancorp, Inc.
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
Date November 15, 2018 By /s/ Alan W. Jackson
Name: Alan W. Jackson
Title: Chief Financial Officer