form12b_25.htm
 
 
     
   UNITED STATES  OMB APPROVAL
   SECURITIES AND EXCHANGE COMMISSION  OMB Number: 3235-0058
   Washington, D.C. 20549  Expires: May 31, 2012
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   FORM 12b-25  
     SEC FILE NUMBER
   NOTIFICATION OF LATE FILING  
     CUSIP NUMBER
     
 
 
(Check one): x Form 10-K   o Form 20-F   o  Form 11-K   o   Form 10-Q  o  Form 10-D   o  Form N-SAR     
                         o   Form N-CSR
                        For Period Ended:  December 31, 2009                                     
                        o Transition Report on Form 10-K
                        o Transition Report on Form 20-F
                        o Transition Report on Form 11-K
                        o Transition Report on Form 10-Q
                        o Transition Report on Form N-SAR
                     For the Transition Period Ended: __________________________________________________________________
 
 
 
 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
 
 Apogee Technology, Inc.
 Full Name of Registrant
 
 
 
 Former Name if Applicable
 
 
 129 Morgan Drive
 Address of Principal Executive Office (Street and Number)
 
 
 Norwood, MA 02062
 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
 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-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
   (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 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)  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.
 
 
 
(Attach extra Sheets if Needed)
PART IV — OTHER INFORMATION
 
(1)   Name and telephone number of person to contact in regard to this notification
 
    Paul J. Murphy    781    551-9450 Ext:119
    (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  x   No  o
 
   
 (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 o   No x
  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.
 
 
   Apogee Technology, 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  April 1, 2010     By  /s/ Paul J. Murphy 
         Vice President Finance and CFO
 
 
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.
 
 
 ATTENTION
 Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).
 
 
GENERAL INSTRUCTIONS
 
 1.  This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules and Regulations under the Securities
Exchange Act of 1934.
   
 2.  One signed original and four conformed copies of this form and amendments thereto must be completed and filed with
the Securities and Exchange Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the General Rules
and Regulations under the Act. The information contained in or filed with the form will be made a matter of public
record in the Commission files.
   
 3.  A manually signed copy of the form and amendments thereto shall be filed with each national securities exchange on
which any class of securities of the registrant is registered.
   
 4.  Amendments to the notifications must also be filed on Form 12b-25 but need not restate information that has been
correctly furnished. The form shall be clearly identified as an amended notification.
   
 5.  Electronic Filers: This form shall not be used by electronic filers unable to timely file a report solely due to electronic
difficulties. Filers unable to submit reports within the time period prescribed due to difficulties in electronic filing
should comply with either Rule 201 or Rule 202 of Regulation S-T (§232.201 or §232.202 of this chapter) or apply
for an adjustment in filing date pursuant to Rule 13(b) of Regulation S-T (§232.13(b) of this chapter).
   
 6.  Interactive data submissions. This form shall not be used by electronic filers with respect to the submission or posting of
an Interactive Data File (§232.11 of this chapter). Electronic filers unable to submit or post an Interactive Data File within
the time period prescribed should comply with either Rule 201 or 202 of Regulation S-T (§232.201 and §232.202 of this
chapter).
 
 
2
 
 
PART III – NARRATIVE
 
    Apogee lacks sufficient funds to pay our independent accountants to audit our
financial statements for the fiscal year ended December 31, 2009.
 
    We are working to obtain the funding to pay our independent auditors and plan to
file our Annual Report on Form 10-K as soon as we have attained such funding and an
audit opinion from our independent registered public accounting firm. We cannot
currently anticipate when this will be.