Blueprint
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM
10-Q/A
(Amendment
No.1)
(Mark
One)
☑
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QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
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For
the quarterly period ended September 30, 2016
OR
☐
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
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Commission
File Number: 001-32634
____________________________
MOBILESMITH, INC.
(Exact name of
registrant as specified in its charter)
____________________________
Delaware
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95-4439334
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(State or other jurisdiction of incorporation
or organization)
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(I.R.S. Employer Identification
No.)
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5400
Trinity Road, Suite 208
Raleigh,
North Carolina
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27607
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(Address of principal executive offices)
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(Zip Code)
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(855) 516-2413
(Registrant’s
telephone number, including area code)
____________________________
Indicate
by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for
the past 90 days:
Yes ☑ No ☐
Indicate
by check mark whether the registrant has submitted electronically
and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405
of Regulation S-T during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post
such files). Yes ☑ No ☐
Indicate
by check mark whether the registrant is a large accelerated filer,
an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See the definitions of “large accelerated
filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check
one):
Large accelerated
filer
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☐
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Accelerated
filer
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☐
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Non-accelerated
filer
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☐
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Smaller reporting
company
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☑
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(Do not check if a
smaller reporting company)
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Indicate by check
mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).
Yes ☐ No ☑
As of November 8,
2016,
there were 19,827,542 shares of the registrant’s
common stock, par value $0.001 per share, outstanding.
Explanatory Note
The purpose of the
Amendment No. 1 on Form 10–Q/A to MobileSmith, Inc. quarterly
report of Form 10–Q for the quarter ended September 30, 2016,
filed with the Securities and Exchange Commission on November 9,
2016 (the “Form 10–Q”), is solely to furnish
Exhibit 101 to the Form 10–Q in accordance with Rule 405 of
Regulation S–T.
No other changes
have been made to the Form 10–Q. This Amendment No. 1 speaks
as of the original filing date of the Form 10–Q, does not
reflect events that may have occurred subsequent to the original
filing date and does not modify or update in any way disclosures
made in the original Form 10–Q.
Pursuant to rule
406T of Regulation S–T, the interactive data files on Exhibit
101 hereto are deemed not filed or part of a registration statement
or prospectus for purposes of Sections 11 or 12 of the Securities
Act of 1933, as amended, are deemed not filed for purposes of
Section 18 of the Securities Act of 1934, as amended, and otherwise
are not subject to liability under those
sections.
ITEM
6. EXHIBITS
Exhibit No.
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Description
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31.1
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Certification of
Principal Executive Officer Pursuant to Rule 13a-14(a)
(Filed
herewith)
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31.2
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Certification of
Principal Financial and Accounting Officer Pursuant to Rule
13a-14(a) (Filed
herewith)
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32.1
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Certification of
Principal Executive Officer Pursuant to 18 U.S.C. Section 1350
(Furnished
herewith)
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32.2
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Certification of
Principal Financial and Accounting Officer Pursuant to 18 U.S.C.
Section 1350 (Furnished
herewith)
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SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
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MOBILESMITH,
INC.
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November
9,
2016
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By:
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/s/
Amir Elbaz
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Amir
Elbaz
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Executive Chairman
(Principal Executive Officer)
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November 9, 2016
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By:
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/s/
Gleb Mikhailov
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Gleb
Mikhailov
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Chief Financial
Officer (Principal Financial and Accounting
Officer)
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