Post-effective Amendment to an S-8 Filing (s-8 Pos)

Date : 10/25/2019 @ 5:32PM
Source : Edgar (US Regulatory)
Stock : Big 5 Sporting Goods Corporation (BGFV)
Quote : 3.85  0.0 (0.00%) @ 4:11PM
Big 5 Sporting Goods share price Chart

Post-effective Amendment to an S-8 Filing (s-8 Pos)

As filed with the Securities and Exchange Commission on October 25, 2019

Registration No. 333-104898

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

Form S-8

POST-EFFECTIVE AMENDMENT NO. 1

TO

REGISTRATION STATEMENT NO. 333-104898

UNDER

THE SECURITIES ACT OF 1933

 

 

BIG 5 SPORTING GOODS CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Delaware   95-4388794

(State or Other Jurisdiction of

Incorporation or Organization)

 

(I.R.S. Employer

Identification Number)

2525 East El Segundo Boulevard

El Segundo, California 90245

(310) 536-0611

Big 5 Sporting Goods Corporation 2002 Stock Incentive Plan

(Full Title of the Plan)

 

 

 

Luke D. Thompson, Esq.

Senior Vice President & General Counsel

Big 5 Sporting Goods Corporation

2525 East El Segundo Boulevard

El Segundo, California 90245

(310) 536-0611

 

Copy to:

Richard C. Wirthlin, Esq.

Irell & Manella LLP

1800 Avenue of the Stars, Suite 900

Los Angeles, California 90067

310-277-1010

(Name, address including zip code, and telephone number, including

area code, of Registrants’ agent for service)

 

 

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer      Accelerated filer  
Non-accelerated filer      Smaller reporting company  
     Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for

complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.   ☐

 

 

 


EXPLANATORY NOTE

On May 1, 2003, Big 5 Sporting Goods Corporation (the “Company”) filed a Registration Statement on Form S-8 (Registration Statement No. 333-104898) (the “Form S-8”) registering 3,645,000 shares of the Company’s common stock to be issued to participants under the Company’s 2002 Stock Incentive Plan (the “Plan”). The Company is no longer issuing securities under the Plan. This Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 is being filed in order to deregister all shares of common stock that were registered under the Form S-8 and remain unissued under the Plan.


SIGNATURES

Pursuant to the requirements of the Securities Act, the Registrant hereby 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 No. 1 to Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of El Segundo, state of California, on this 24 th day of October, 2019.

 

BIG 5 SPORTING GOODS CORPORATION
By:       /s/ Barry D. Emerson
      Barry D. Emerson
      Senior Vice President and Chief Financial Officer

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Steven G. Miller, Barry D. Emerson and Luke D. Thompson, and each of them, his or her attorneys-in-fact and agents, each with full power of substitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any or all amendments to this Registration Statement, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Commission, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, or the substitute or substitutes of any or all of them, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Act, this Post-Effective Amendment No. 1 to Registration Statement has been signed by the following persons in the capacities and on the date indicated.

 

Signature

  

Title

 

Date

/s/ Steven G. Miller

Steven G. Miller

   Chairman of the Board, President and Chief Executive Officer (Principal Executive Officer)  

October 24, 2019

/s/ Barry D. Emerson

Barry D. Emerson

   Senior Vice President, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer)  

October 24, 2019

/s/ Sandra N. Bane

Sandra N. Bane

  

Director

 

October 24, 2019

/s/ Colleen B. Brown

Colleen B. Brown

  

Director

 

October 24, 2019

/s/ Stephen E. Carley

Stephen E. Carley

  

Director

 

October 24, 2019

/s/ Jennifer H. Dunbar

Jennifer H. Dunbar

  

Director

 

October 24, 2019

/s/ Van B. Honeycutt

Van B. Honeycutt

  

Director

 

October 24, 2019

/s/ David R. Jessick

David R. Jessick

  

Director

 

October 24, 2019

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