Where Food Comes From, Inc.

Quarterly Report • Aug 25, 2020

10-Q/A 1 form10-qa.htm

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

Amendment No. 1

| (Mark
One) | |
| --- | --- |
| [X] | QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020. |
| [ ] | TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [—Date—] to [—Date—] |

Commission File Number: 333-133624

WHERE FOOD COMES FROM, INC.

(exact name of registrant as specified in its charter)

Colorado	43-1802805
(State
or other jurisdiction of incorporation
or organization)	(I.R.S.
Employer Identification No.)

202 6 th Street, Suite 400

Castle Rock, CO 80104

(Address of principal executive offices, including zip code)

Registrant's telephone number, including area code:

(303) 895-3002

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 [X] 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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] 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:

| Large
accelerated filer: | [ ] | Accelerated
filer: |
| --- | --- | --- |
| Non-accelerated
filer: | [ ] | Smaller
reporting company: [X] |
| Emerging
growth company | [ ] | |

Securities registered pursuant to Section 12(b) of the Act:

| Title
of each class | Trading
Symbol(s) | Name
of each exchange on which registered |
| --- | --- | --- |
| Common
Stock, $0.001 par value | WFCF | OTC
Markets Group |

The number of shares of the registrant’s common stock, $0.001 par value per share, outstanding as of August 21, 2020, was 24,817,724.

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EXPLANATORY NOTE

This Amendment No. 1 to the Quarterly Report on Form 10-Q/A (the “Amendment”) amends the Quarterly Report on Form 10-Q of Where Food Comes From, Inc. (the “Company”) for the quarter ended June 30, 2020 (the “Original Filing”), that was originally filed with the U.S. Securities and Exchange Commission on August 13, 2020, is to solely update the shares of common stock outstanding as of July 31, 2020 to 24,874,560 on the Cover Page.

Except as described above, the Amendment does not modify or update the disclosures presented in, or exhibits to, the Original Filing in any way. Those sections of the Original Filing that are unaffected by the Amendment are not included herein. The Amendment continues to speak as of the date of the Original Filing. Furthermore, the Amendment does not reflect events occurring after the filing of the Original Filing. Accordingly, the Amendment should be read in conjunction with the Original Filing, as well as the Company’s other filings made with the SEC pursuant to Section 13(a) or 15(d) of the Exchange Act subsequent to the filing of the Original Filing.

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PART II – OTHER INFORMATION

ITEM 6 — EXHIBITS

| Exhibit
No. | Description |
| --- | --- |
| 101** | The
Cover Page from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 formatted in Extensible
Business Reporting Language (XBRL). |

** 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.

| Date:
August 25, 2020 | |
| --- | --- |
| By: | /s/
John K. Saunders |
| | Chief
Executive Officer |

By:
Chief
Financial Officer

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