Post-effective Amendment to an S-8 Filing (s-8 Pos)
14 Marzo 2017 - 3:02PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-137707
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-184966
Under
The
Securities Act of 1933
PENDRELL CORPORATION
(Exact name of Registrant as specified in its charter)
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Washington
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98-0221142
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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2300 Carillon Point
Kirkland, Washington 98033
(425) 278-7100
(Address, including zip code, and telephone number, including area code, of registrants principal executive offices)
PENDRELL CORPORATION 2000 STOCK INCENTIVE PLAN, AS AMENDED
AND RESTATED
PENDRELL
CORPORATION 2012 EQUITY INCENTIVE PLAN, AS AMENDED
AND RESTATED
(Full title of the plan(s))
T
IMOTHY
M. D
OZOIS
C
ORPORATE
C
OUNSEL
AND
C
ORPORATE
S
ECRETARY
P
ENDRELL
C
ORPORATION
2300 Carillon Point
Kirkland, Washington 98033
(425) 278-7100
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies of all communications should be sent to:
J
OHN
R
AFFERTY
, E
SQ
.
Morrison & Foerster LLP
425 Market Street
San
Francisco, CA 94105-2482
(415) 268-6897
Indicate by check mark whether
the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting
company in Rule 12b-2 of the Exchange Act. (Check one):
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Large accelerated filer
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☐
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Accelerated filer
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☒
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Non-accelerated filer
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☐ (Do not check if a smaller reporting company)
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Smaller reporting company
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☐
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DEREGISTRATION OF SECURITIES
This Post-Effective Amendment relates to the following Registration Statements of Pendrell Corporation (the Registrant) on Form
S-8 (collectively, the Registration Statements) filed by the Registrant with the Securities and Exchange Commission:
Registration Statement No. 333-137707, pertaining to the Registrants Common Stock issuable under the Pendrell Corporation 2000
Stock Incentive Plan; and
Registration Statement No. 333-184966, pertaining to the Registrants Common Stock issuable under the
Pendrell Corporation 2012 Equity Incentive Plan.
The Company is filing this Post-Effective Amendment to the Registration Statements to
deregister all 2,438,462 shares of Common Stock that were not sold pursuant to the Registration Statements as of the date of this Post-Effective Amendment.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment to the Registration Statements on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of
Kirkland, State of Washington, on March 14, 2017.
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PENDRELL CORPORATION
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By:
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/s/ Timothy M. Dozois
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Timothy M. Dozois
Corporate Counsel and
Corporate Secretary
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Pendrell (CE) (USOTC:PCOA)
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