NT 10-K
    

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING
SEC File Number: 000-25826
CUSIP Number: 413160102
(Check One):    R Form 10-K £ Form 20-F £ Form 11-K £ Form 10-Q £ Form 10-D £ Form N-SAR £ Form N-CSR

For Period Ended: December 31, 2015    
£    Transition Report on Form 10-K
£    Transition Report on Form 20-F
£    Transition Report on Form 11-K
£    Transition Report on Form 10-Q
£    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
Harmonic Inc.
Full Name of Registrant
 
 
Former Name if Applicable
 
4300 North First Street
Address of Principal Executive Office (Street and Number)
 
San Jose, CA 95134
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;

R
(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.
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.
Harmonic Inc. (the “Company”) is unable to file, without unreasonable effort and expense, its Annual Report on Form 10-K for the fiscal year ended December 31, 2015 (the “Annual Report”) due to unanticipated delays in assembling all of the information required to complete the Annual Report, including finalizing the control testing necessary for its consolidated financial statements. The Company expects to file the Annual Report within the extension period of fifteen calendar days provided under Rule 12b-25 of the Securities Exchange Act of 1934, as amended.
PART IV
OTHER INFORMATION
(1)
Name and telephone number of person to contact in regard to this notification
Timothy C. Chu
 
(408)
 
542-2500
 
(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 the answer is no, identify report(s).                        RYes £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?                            £ Yes R 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.


2
    

Harmonic 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:
March 14, 2016
 
By:
/s/Timothy C. Chu
 
 
 
 
Timothy C. Chu
 
 
 
 
General Counsel, SVP HR and Corporate Secretary


3