Super Micro Computer (SMCI) is unable to file its Quarterly Report on Form 10-Q for the period ended December 31
Super Micro Computer (NASDAQ: SMCI) disclosed:
Super Micro Computer, Inc. (the “Company”) is unable to file its Quarterly Report on Form 10-Q for the period ended December 31, 2024 (the “Q2 2025 Form 10-Q”) in a timely manner without unreasonable effort or expense. As previously announced, the Company has been unable to file its Annual Report on Form 10-K for the period ended June 30, 2024 (the “2024 Form 10-K”) and its Quarterly Report on Form 10-Q for the period ended September 30, 2024 (the “Q1 2025 Form 10-Q”).
As previously disclosed, in response to information that was brought to the attention of the Audit Committee of the Company’s Board of Directors, the Board of Directors formed a committee (the “Special Committee”) to review certain of the Company’s internal controls and other matters (the “Review”). As disclosed in the Company’s Form 8-K filed on October 30, 2024, prior to the completion of the Review, the Company’s independent registered public accounting firm at the time resigned. Also, as disclosed in the Company’s Form 8-K filed on November 18, 2024, the Company appointed a new independent registered public accounting firm. On December 2, 2024, the Company issued a press release announcing the completion of the Review and its key findings, and further announced that the Board had adopted all of the Special Committee’s recommendations. A copy of such press release was furnished as Exhibit 99.1 to the Company’s Current Report on Form 8-K filed with the SEC on the same date.
As disclosed in the Company’s Form 8-K filed on December 6, 2024, the Company received a letter from the Nasdaq Stock Market (“Nasdaq”) informing the Company that Nasdaq has granted the Company’s request for an exception to Nasdaq’s Listing Rule 5250(c)(1) through February 25, 2025.
The Company intends to take all necessary steps to achieve compliance with Nasdaq’s Listing Rule 5250(c)(1) as soon as possible. Since the Q2 2025 Form 10-Q cannot be completed and filed until the 2024 Form 10-K and Q1 2025 Form 10-Q are completed and filed, the Company needs additional time to finalize the financial statements and related disclosure to be filed with the Q2 2025 Form 10-Q.
