0001193125-12-404193.txt : 20120926 0001193125-12-404193.hdr.sgml : 20120926 20120926093101 ACCESSION NUMBER: 0001193125-12-404193 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120925 ITEM INFORMATION: Changes in Registrant's Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120926 DATE AS OF CHANGE: 20120926 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STEC, INC. CENTRAL INDEX KEY: 0001102741 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572] IRS NUMBER: 330399154 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-31623 FILM NUMBER: 121110208 BUSINESS ADDRESS: STREET 1: 3001 DAIMLER ST CITY: SANTA ANA STATE: CA ZIP: 92705-5812 BUSINESS PHONE: 8003677330 MAIL ADDRESS: STREET 1: 3001 DAIMLER ST CITY: SANTA ANA STATE: CA ZIP: 92705 FORMER COMPANY: FORMER CONFORMED NAME: SIMPLETECH INC DATE OF NAME CHANGE: 20010507 FORMER COMPANY: FORMER CONFORMED NAME: SIMPLE TECHNOLOGY INC DATE OF NAME CHANGE: 20000106 8-K 1 d415616d8k.htm FORM 8-K Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

September 25, 2012

Date of Report (Date of earliest event reported)

 

 

STEC, INC.

(Exact name of registrant as specified in its charter)

 

 

 

California   000-31623   33-0399154
(State of Incorporation)  

(Commission

File Number)

  

(IRS Employer

Identification Number)

3001 Daimler Street

Santa Ana, California 92705-5812

(Address of principal executive offices) (Zip Code)

(949) 476-1180

(Registrant’s telephone number, including area code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 

 

Item 4.01 Change in Certifying Accountant

(b) New Independent Registered Public Accounting Firm

On September 25, 2012, the Audit Committee of STEC, Inc. (the “Company”) approved the appointment of Ernst & Young (“EY”) as the Company’s independent registered public accounting firm.

During the Company’s two most recent fiscal years and the subsequent interim period through September 25, 2012, neither the Company nor anyone operating on its behalf has consulted with EY regarding either (i) the application of accounting principles to a specific transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, or (ii) any matter that was either the subject of a disagreement of the type described in Item 304(a)(1)(iv) of Regulation S-K, or a “reportable event” involving the Company, as described in Item 304(a)(1)(v) of Regulation S-K. Furthermore, EY has not provided the Company a written report or oral advice that EY concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue.

During the Company’s two most recent fiscal years and the subsequent interim period through September 25, 2012, EY had been engaged by the Company to provide the Company with tax services, including routine tax advice and related tax planning and advisory services in connection with the preparation of the Company’s tax returns, as well as the review of the Company’s quarterly tax provision calculations and transfer pricing policies. In approving the selection of EY as the Company’s independent registered public accounting firm, the Audit Committee considered these services previously provided by EY and concluded that such services would not adversely affect the independence of EY.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit

Number

   

Description of Exhibit

99.1    Press Release of STEC, Inc. dated September 26, 2012.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

      STEC, Inc.
    By:   /s/ Robert M. Saman
Date: September 26, 2012       Robert M. Saman
      Chief Legal Officer, General Counsel and Secretary
 EX-99.1 2 d415616dex991.htm PRESS RELEASE Press Release

EXHIBIT 99.1

STEC Selects Ernst & Young as New Independent Auditors

SANTA ANA, Calif. – Sept. 26, 2012 – STEC, Inc. (NASDAQ: STEC), a leading global provider of solid-state drive (SSD) technologies and products, today announced that it has engaged Ernst & Young LLP as the Company’s new independent auditors effective immediately.

“The selection of Ernst & Young concludes a thorough evaluation process conducted by the Company for an independent audit firm to succeed PricewaterhouseCoopers,” said Rajat Bahri, the chairman of STEC’s Board of Directors’ Audit Committee. “We believe that Ernst & Young has the expertise and global reach to provide for a seamless transition and we are looking forward to working with them.”

About STEC, Inc.

STEC, Inc. is a leading global provider of enterprise-class solid-state drive (SSD) technologies and solutions tailored to meet the high-performance, high-reliability and high-endurance needs of today’s data-intensive server and storage platforms. With headquarters in Santa Ana, California, and locations worldwide, STEC leverages almost two decades of solid-state knowledge and experience to design, manufacture and deliver the most comprehensive line of PCIe, SAS, SATA, and embedded SSDs on the market today. In addition, STEC’s EnhanceIO™ SSD Cache Software enables IT managers to cost-effectively scale server application performance. For more information, please visit www.stec-inc.com.

STEC, the STEC logo, and EnhanceIO are either registered trademarks or trademarks of STEC, Inc. in the United States and certain other countries. All other trademarks or brand names referred to herein are the property of their respective owners.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

This release contains forward-looking statements that involve risks and uncertainties, including those statements concerning STEC’s engagement of Ernst & Young LLP as the Company’s independent auditors. Such forward-looking statements are based on current expectations and involve inherent risks and uncertainties, including factors that could delay, divert or change any of them, and cause actual outcomes and results to differ materially from current expectations. Important factors that could cause actual results to differ materially from those expressed or implied in forward-looking statements are detailed in filings with the U.S. Securities and Exchange Commission, made from time to time by STEC,

including its Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and its Current Reports on Form 8-K. The information contained in this press release is a statement of STEC’s present intentions, beliefs or expectations. STEC may change its intentions, beliefs or expectations, at any time and without notice, based upon any changes in such factors, from STEC’s assumptions and otherwise. STEC undertakes no obligation to publicly release any revisions to any forward-looking statements to reflect events or circumstances occurring after the date thereof, or to reflect the occurrence of unanticipated events.

# # #

CONTACTS:

Mitch Gellman

Vice President of Investor Relations

STEC, Inc.

(949) 260-8328

ir@stec-inc.com

Jerry Steach

Director, Public Relations

STEC, Inc.

(415) 222-9996

pr@stec-inc.com