Nasdaq warns Trimble about late 10-Q after Ernst & Young ‘identified concerns’

WESTMINSTER — Nasdaq notified Trimble Inc. (Nasdaq: TRMB) this week that it is out of compliance because the Westminster-based industrial technology company has yet to file its most-recent quarterly report with the U.S. Securities and Exchange Commission on the official Form 10-Q.

The notification, which Trimble anticipated receiving, doesn’t immediately affect the ability of its stock to be traded on the Nasdaq exchange. 

“Subsequent to the filing of the company’s Form 10-K (annual report for 2023), Ernst & Young LLP, the company’s independent registered public accounting firm, informed the company that in preparing for an upcoming Public Company Accounting Oversight Board inspection, EY had identified concerns regarding the design and execution of certain information technology and other controls for revenue-related systems and processes as of Dec. 29, 2023 that had not been evaluated,” Trimble said in an SEC disclosure.

The document does not elaborate on the nature of EY’s “concerns.” and a Trimble finance representative was not made available for comment Friday. 

“On May 2, 2024, the audit committee of the board of directors of the company and management, after discussion with EY, concluded there was an additional material weakness related to certain information technology and other controls for revenue-related systems and processes as of December 29, 2023 that was not previously disclosed in management’s Annual Report on Internal Control over Financial Reporting,” Trimble disclosed to regulators.

Despite the issues, “EY has not withdrawn its audit report on the financial statements included in the company’s 2023 Form 10‑K,” the document said, but Trimble does intend to hold off on filing its most-recent quarterly report until the “company and EY complete an assessment of the impacts of the matters noted above.”

Trimble’s annual shareholder meeting has also been put on hold until the 10-Q is filed. 

The company has 60 days to submit a plan to regain compliance with Nasdaq, which could decide to grant Trimble an extension of up to 180 days to file the form.

Trimble said it “intends to take the necessary steps to regain compliance with Nasdaq’s listing rules as soon as practicable.”

While Trimble didn’t file its 10-Q Form, the company did provide a financial performance update for the first quarter in early May. 

While Trimble posted first-quarter 2024 revenue of $953.3 million, up 4% on a year-over-year basis, the company’s net income fell from $128.8 million in the first quarter of 2023 to $57.2 million in the most-recent period.

“We had a strong start to the year, delivering record annualized recurring revenue of $2.03 billion and record first quarter gross margin. And on April 1, we closed our agriculture joint venture with Agco,” Trimble CEO Rob Painter said in a prepared statement on May 3. “With our new reporting segment and organization structure in place, we have further simplified and focused the company to enable our customers to transform how they work, while creating value for our shareholders.”

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