Washington, D.C. 20549




FORM 12b-25




SEC File Number 001-36374

CUSIP Number 00507W 107



(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: March 31, 2017
    ☐  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 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:







Actinium Pharmaceuticals, Inc.

Full Name of Registrant


Not Applicable

Former Name if Applicable


275 Madison Avenue

Address of Principal Executive Office (Street and Number)


New York, NY 10016

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



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.






State below in reasonable detail the reasons 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.


Actinium Pharmaceuticals, Inc. (the “Company”) is delaying the filing of its Quarterly Report on Form 10-Q for the period ended March 31, 2017 (the “Form 10-Q”) because the Company needs additional time to complete its disclosure for such period. The Company has not concluded its review and analysis of transactions necessary for the closing of its books for the quarter. Because the review and analysis is ongoing, the Company can provide no assurances that it will be able to file the Form 10-Q by May 15, 2017, the expiration of the 5-day extension period provided in Rule 12b-25(b).






(1)  Name and telephone number of person to contact in regard to this notification.


Steve O’Loughlin   (646)   677-3870
(Name)   (Area Code)   (Telephone Number)



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


The Company has not yet filed its Form 10-Q for the quarter ended March 31, 2017.


(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.





Actinium Pharmaceuticals, 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    May 10, 2017 By /s/ Sandesh Seth
  Name Sandesh Seth
  Title Executive Chairman