NT 10-Q 1 v325506_nt10q.htm FORM NT 10-Q





Washington, D.C.  20549


FORM 12b-25

SEC File Number 1-34650

CUSIP Number 67086E303



(Check one): ¨ Form 10-K   ¨ Form 20-F   ¨ Form 11-K  þ Form 10-Q   ¨ Form 10-D   ¨ Form N-SAR   ¨ Form N-CSR


For Period Ended:  August 31, 2012                            


¨ Transition Report on Form 10-K

¨ Transition Report on Form 20-F

¨ Transition Report on Form 11-Kas a result the company

¨ Transition Report on Form 10-Q

¨ Transition Report on Form N-SAR

For Transition Period Ended:                                          


Read Instruction (on back page) Before Preparing Form.  Please Print or Type.

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:





OCZ Technology Group, Inc.

Full Name of Registrant


Not Applicable 

Former Name if Applicable


6373 San Ignacio Avenue

Address of Principal Executive Office (Street and Number)


San Jose, California 95119

City, State and Zip Code


PART II – 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 the reasons 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.


As previously reported, OCZ Technology Group, Inc. (the “Company”) will delay the filing of its Form 10-Q for the quarter ended August 31, 2012. As disclosed in the Company’s Form 8-K filed October 10, 2012 (the “Form 8-K”), following an internal assessment, the Company’s filing delay is principally due to the impact of customer incentive programs which were discovered during the normal close process. The Company requires additional time for compilation and review to insure adequate disclosure of certain information. The Company continues to work diligently to complete the accounting review. However, the Company cannot currently estimate the exact filing date of the Form 10-Q for the quarter ended August 31, 2012.







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


  Arthur F. Knapp, Jr   408   440-3482  
  (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 answer is no, identify report(s).               þ 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?

                               þ Yes      ¨ No


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.


The Company's financial statements are still under review. As a result, the Company is not in a position to make any statement with respect to revenue for the quarter ended August 31, 2012 in comparison to the prior year fiscal quarter. The Company expects to report negative gross margins and a significant net loss for the quarter ended August 31, 2012.





                         OCZ Technology Group, 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       October 11, 2012                                                          By   /s/ Arthur F. Knapp, Jr.                               

Name  Arthur F. Knapp, Jr.

Title    Chief Financial Officer



INSTRUCTION:  The form may be signed by an executive officer of the registrant or by any other duly authorized representative. The name and title of the person signing the form shall be typed or printed beneath the signature. If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative’s authority to sign on behalf of the registrant shall be filed with the form.