- Notification that Quarterly Report will be submitted late (NT 10-Q)
August 10 2009 - 11:49AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
____________________
FORM
12b-25
Commission
File Number 1-33472
NOTIFICATION
OF LATE FILING
(Check
One):
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Form
10-K
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Form
20-F
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Form
11-K
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þ
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Form
10-Q
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Form
10-D
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Form
N-SAR
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Form
N-CSR
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For
Period Ended:
June 30,
2009
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Transition
Report on Form 10-K
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Transition
Report on Form 10-Q
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Transition
Report on Form 20-F
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Transition
Report on Form N-SAR
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Transition
Report on Form 11-K
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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:
PART
I
REGISTRANT
INFORMATION
Full name
of registrant:
TechTarget, Inc
.
Former
name if applicable: [Not applicable.]
Address
of principal executive office (
Street and
number
):
117
Kendrick Street, Suite 800
City,
state and zip code:
Needham,
MA 02494
PART
II
RULE
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
reasons described in reasonable detail in Part III of this form could not
be eliminated without unreasonable effort or expense;
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þ
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(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
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(c)
The
accountant’s statement or other exhibit required by Rule 12b-25(c) has
been attached if applicable.
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PART
III
NARRATIVE
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
.
The
filing of the Company’s Quarterly Report on Form 10-Q for the period ended June
30, 2009 has been delayed as a result of activities related to the restatement
of our historical financials as disclosed in the Company’s most recent filings,
including Amendment No.1 to its Annual Report on Form 10-K/A for the year
ended December 31, 2008 and related exhibits filed on July 20,
2009. As disclosed therein, on June 10, 2009, the Company filed a Form
8-K which informed the public that the Company determined that our
previously-issued consolidated financial statements should not be relied upon
due to the Company’s review of our revenue recognition policies, and that the
Company would be restating our consolidated financial statements as of, and for
the years ended, December 31, 2004, 2005, 2006 and 2007 within its December 31,
2008 Form 10-K filing and, as of, and for the quarter and year to date periods
ended, March 31, 2008 and 2007, June 30, 2008 and 2007, and September 30, 2008
and 2007, within its respective Form 10-Q/A filings.
On July
16, 2009, the Company filed its Form 10-K for the year-ended December 31, 2008
and Forms 10-Q/A for the quarters ended March 31, June 30 and September 30,
2008.
As a
result of the Company’s additional efforts to complete its 2008 Form 10-K and
Form 10-Q/As for the aforementioned quarters (as well as its Quarterly Report on
Form 10-Q for the period ended March 31, 2009, which the Company currently
anticipates filing by August 17, 2009), the Company will not be able to file its
Form 10-Q for Q2 2009 until after the prescribed time period.
PART
IV
OTHER
INFORMATION
(1)
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Name
and telephone number of person to contact in regard to this
notification:
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Eric Sockol at (781) 657-1000.
(2)
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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).
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Quarterly
Report on Form 10-Q for period ending 03/31/09.
(3)
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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?
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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.
Since the
Company continues to complete its review of both the Q1 and Q2 2009 reported
periods, the Company has not completed its review of its financial results for
Q2 2009 and, therefore, a reasonable estimate of the results cannot be made at
this time as to whether there will be any significant change in results of
operations from Q2 2008 that will be reflected by the earnings statements to be
included in the Company’s 10-Q for Q2 2009.
TechTarget,
Inc.
_______________________________
(Name of
Registrant as Specified in Charter)
Has
caused this notification to be signed on its behalf by the undersigned thereunto
duly authorized.
Date:
August 10, 2009
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By:
_/s/_ERIC
SOCKOL________________________
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Name: Eric
Sockol
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Title: Chief
Financial Officer and Treasurer
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