NT 10-Q








FORM 12b-25




SEC File Number: 001-36536

CUSIP Number: 14167L103


(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:   

    September 30, 2016



  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:





CareDx, Inc.

Full Name of Registrant


Former Name if Applicable

3260 Bayshore Boulevard

Address of Principal Executive Office (Street and Number)

Brisbane, California 94005

City, State and Zip Code


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;
☒        (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.



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.

CareDx, Inc. (the “Registrant”) was unable to file, without unreasonable effort and expense, its Quarterly Report on Form 10-Q for its fiscal quarter ended September 30, 2016 (the “Form 10-Q”) prior to 5:30 pm Eastern Time on November 14, 2016 (the “Filing Deadline”) because it needed additional time to complete its final review of its financial statements and other disclosures in the Form 10-Q, particularly in light of the Registrant’s recent acquisition of Allenex AB. The Form 10-Q was submitted on November 14, 2016 but was not accepted by the Securities and Exchange Commission until after the Filing Deadline and, consequently, received a filing date of November 15, 2016. The Registrant is filing this Form 12b-25 as a formality in connection with the foregoing.




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


Charles Constanti





(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).    ☑ 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   ☑ No




CareDx, 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:     November 15, 2016         By:  

/s/ Charles Constanti

      Charles Constanti
      Chief Financial Officer