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Late filings and the NT 10-K
10-K and 10-Q deadlines, Form 12b-25 and what happens after, with Super Micro Computer's late fiscal 2024 10-K.
The short answer
Public companies have fixed deadlines for their 10-K and 10-Q, set by size: a large accelerated filer has 60 days after year end for its 10-K and 40 days after quarter end for each 10-Q. A company that can't make it files Form 12b-25, known as an NT 10-K or NT 10-Q, which buys up to 15 extra calendar days for an annual report or 5 for a quarterly one. Missing the deadline after that usually brings a notice from the stock exchange.
The deadlines
| Filer type | 10-K due | 10-Q due |
|---|---|---|
| Large accelerated filer (public float of $700 million or more) | 60 days after year end | 40 days after quarter end |
| Accelerated filer (public float of $75 million to $700 million, with exceptions) | 75 days | 40 days |
| All other registrants | 90 days | 45 days |
From the general instructions to Form 10-K and Form 10-Q. Filer status is set by public float, the market value of shares held by non-affiliates, and other tests in Rule 12b-2.
Form 12b-25: the NT filing
Under Rule 12b-25, a company that can't file on time without unreasonable effort or expense files a notice within one business day after the due date, saying why. If it then files within the grace period, 15 calendar days for a 10-K or 5 for a 10-Q, the report counts as timely. Many NT filings are about a pending item such as an impairment test and are followed by the report within days. Ones that mention an investigation, a restatement or the auditor tend to take longer.
An example: Super Micro Computer's fiscal 2024 10-K
- Aug 29, 2024: Supermicro's 10-K for the year ended Jun 30, 2024 was due.
- Aug 30, 2024: it filed an NT 10-K, saying it couldn't file on time and that the board had formed a committee to review certain internal controls and other matters.
- September 2024: an 8-K under Item 3.01 reported a Nasdaq notice that the company was not in compliance with listing rule 5250(c)(1), which requires timely filing of periodic reports.
- Oct 30, 2024: its auditor resigned (see the auditor's report).
- Feb 25, 2025: after filing the 10-K and the overdue 10-Qs with a new auditor, it received a Nasdaq letter saying it now complied, as reported in an 8-K. That was 180 days after the original due date.
The 10-K, when it came, reported material weaknesses in internal control.
What lateness can lead to
- Exchange notices, reported on 8-K Item 3.01, and a deadline to submit a plan to regain compliance. Continued failure can lead to delisting.
- Loss of Form S-3 eligibility for a year, which makes shelf registrations unavailable.
- Debt covenants that require timely reports to lenders.
Common questions
When is a 10-K due?
60 days after fiscal year end for large accelerated filers, 75 days for accelerated filers and 90 days for all other registrants.
When is a 10-Q due?
40 days after quarter end for large accelerated and accelerated filers, 45 days for others.
What is an NT 10-K?
A Form 12b-25 notice that a company can't file its 10-K on time. Filing it extends the deadline by 15 calendar days (5 for a 10-Q).
What happens if a company keeps missing filing deadlines?
Its stock exchange sends a notice of non-compliance, reported on 8-K Item 3.01, and can eventually delist the shares. It also loses Form S-3 eligibility for a year.
Is a late filing always a bad sign?
Not always. Some NT filings are followed by the report within days. Filings citing investigations, restatements or auditor issues tend to take much longer.
Disclosures
- Editor holdings
- The editor holds no position in any company named on this page. As of Nov 11, 2026.
- Compensation
- Nobody paid for this page. No affiliate links on this page.
- Sources
- Each company's own SEC filings, linked next to each number.
- Last updated
- Nov 10, 2026
General education, the same for every reader. Not a recommendation to buy, sell or hold any security, and it doesn't consider your situation.
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