SEC Comment Letter 0000000000-23-005530 to Datacentrex, Inc. (DTCX)
Datacentrex, Inc.
Date: May 24, 2023 · CIK: 0001853825 · Accession: 0000000000-23-005530
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-255624
Letter
United States securities and exchange commission logo May 24, 2023 Robert Steele Chief Executive Officer THUMZUP MEDIA Corp 11845 W. Olympic Blvd Suite 1100W #13 Los Angeles, CA 90064 Re:THUMZUP MEDIA Corp Form 10-K for the Fiscal Year Ended December 31, 2022 Filed March 31, 2023 File No. 333-255624 Dear Robert Steele: We have limited our review of your filing to the financial statements and related disclosures and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this comment within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this comment, we may have additional comments. Form 10-K for the Fiscal Year Ended December 31, 2022 Item 9A. Controls and Procedures Management's Annual Report on Internal Control over Financial Reporting, page 32 1.You disclose that “This annual report on Form 10-K does not include a report of management’s assessment regarding internal control over financial reporting or an attestation report of our independent registered public accounting firm due to a transition period established by rules of the SEC for newly public companies.” Considering that you have filed a Form 10-K for the year ended December 31, 2021, you have filed an annual report pursuant to section 13(a) or 15(d) of the Exchange Act for the prior fiscal year. As such, you are required to include Management's annual report on internal control over financial reporting in your 10-K for the year ended December 31, 2022. Refer to Item 3- 08 or Regulation S-K. Please amend your filing to include this report.
FirstName LastNameRobert Steele Comapany NameTHUMZUP MEDIA Corp May 24, 2023 Page 2 FirstName LastName Robert Steele THUMZUP MEDIA Corp May 24, 2023 Page 2 In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Laura Veator, Senior Staff Accountant, at (202)-551-3716 or Stephen Krikorian, Accounting Branch Chief, at (202)-551-3488 with any questions. Sincerely, Division of Corporation Finance Office of Technology cc: Jack Fattal
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United States securities and exchange commission logo
May 24, 2023
Robert Steele
Chief Executive Officer
THUMZUP MEDIA Corp
11845 W. Olympic Blvd
Suite 1100W #13
Los Angeles, CA 90064
Re:THUMZUP MEDIA Corp
Form 10-K for the Fiscal Year Ended December 31, 2022
Filed March 31, 2023
File No. 333-255624
Dear Robert Steele:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comment. In our comment, we may ask you to provide us
with information so we may better understand your disclosure.
Please respond to this comment within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this comment, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2022
Item 9A. Controls and Procedures
Management's Annual Report on Internal Control over Financial Reporting, page 32
1.You disclose that “This annual report on Form 10-K does not include a report of
management’s assessment regarding internal control over financial reporting or an
attestation report of our independent registered public accounting firm due to a transition
period established by rules of the SEC for newly public companies.” Considering that you
have filed a Form 10-K for the year ended December 31, 2021, you have filed an annual
report pursuant to section 13(a) or 15(d) of the Exchange Act for the prior fiscal year. As
such, you are required to include Management's annual report on internal control over
financial reporting in your 10-K for the year ended December 31, 2022. Refer to Item 3-
08 or Regulation S-K. Please amend your filing to include this report.
FirstName LastNameRobert Steele
Comapany NameTHUMZUP MEDIA Corp
May 24, 2023 Page 2
FirstName LastName
Robert Steele
THUMZUP MEDIA Corp
May 24, 2023
Page 2
In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
You may contact Laura Veator, Senior Staff Accountant, at (202)-551-3716 or Stephen
Krikorian, Accounting Branch Chief, at (202)-551-3488 with any questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc: Jack Fattal