UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
12b-25
NOTIFICATION
OF LATE FILING
(Check
One):
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þ Form
10-K
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oForm
20-F
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o Form
11-K
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o Form
10-Q
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o Form
10D
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o Form
N-SAR
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o Form
N-CSR
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For
Period Ended: December
31, 2005
o Transition
Report on Form 10-K
o Transition
Report on Form 20-F
o Transition
Report on Form 11-K
o Transition
Report on Form 10-Q
o Transition
Report on Form N-SAR
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
Perficient,
Inc.
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(Full
name of registrant)
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1120
South Capital of Texas Highway, Building 3, Suite 220
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(Address
of principal executive office)
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Austin,
Texas 78746
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(City,
state and zip code)
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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.)
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(a)
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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)
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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 the 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)
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The accountant’s statement or other exhibit
required by Rule 12b-25(c) has been attached if applicable. |
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.
Perficient,
Inc. is currently finalizing its required assessment of its internal controls
over financial reporting as of December 31, 2005, as required by Section 404
of
the Sarbanes-Oxley Act of 2002. There have been delays in completing the 404
assessment process and related Form 10-K filing, primarily attributable to
the
complex nature of the new requirements under Section 404 of the Sarbanes-Oxley
Act and the resource constraints created by such requirements. Perficient
continues to dedicate significant resources to the completion of its internal
control assessment, and currently anticipates filing the Form 10-K on or before
the extended deadline of March 31, 2006.
PART
IV
OTHER
INFORMATION
(1) |
Name
and telephone number of person to contact in regard to this
notification:
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Michael
D. Hill
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(512)
531-6000
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(Name)
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(Telephone
Number)
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(2)
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Have
all other periodic reports required under Section 13 or Section 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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(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.
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SIGNATURE
Perficient,
Inc. has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date:
March 16, 2006
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By:
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/s/
Michael D. Hill
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Michael
D. Hill
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Chief
Financial Officer
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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.
ATTENTION
Intentional
misstatements or omissions of fact constitute Federal Criminal Violations (See
18 U.S.C. 1001).
General
Instructions
1. This
form
is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules and
Regulations under the Securities Exchange Act of 1934.
2. One
signed original and four conformed copies of this form and amendments thereto
must be completed and filed with the Securities and Exchange Commission,
Washington, D.C. 20549, in accordance with Rule 0-3 of the General Rules and
Regulations under the Act. The information contained in or filed with the form
will be made a matter of the public record in the Commission files.
3. A
manually signed copy of the form and amendments thereto shall be filed with
each
national securities exchange on which any class of securities of the registrant
is registered.
4. Amendments
to the notifications must also be filed on Form 12b-25 but need not restate
information that has been correctly furnished. The form shall be clearly
identified as an amended notification.
5. Electronic
filers.
This
form shall not be used by electronic filers unable to timely file a report
solely due to electronic difficulties. Filers unable to submit a report within
the time period prescribed due to difficulties in electronic filing should
comply with either Rule 201 or Rule 202 of Regulation S-T (§ 232.201 or §
232.202 of this chapter) or apply for an adjustment in filing date pursuant
to
Rule 13(b) of Regulation S-T (§ 232.13(b) of this chapter).