Post-effective Amendment to an S-8 Filing (s-8 Pos)
March 19 2021 - 3:44PM
Edgar (US Regulatory)
As filed with the Securities and Exchange
Commission on March 19, 2021
Registration Nos. 333-237182
333-230356
333 226044
333 223696
333 216698
333 210267
333 205937
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Post-Effective Amendment No. 1 to
Form S-8, Registration Statement No. 333-237182
Post-Effective Amendment No. 1 to Form S-8, Registration Statement No. 333-230356
Post-Effective Amendment No. 1 to Form
S-8, Registration Statement No. 333-226044
Post-Effective Amendment No. 1 to Form
S-8, Registration Statement No. 333-223696
Post-Effective Amendment No. 1 to Form
S-8, Registration Statement No. 333-216698
Post-Effective Amendment No. 1 to Form
S-8, Registration Statement No. 333-210267
Post-Effective Amendment No. 1 to Form
S-8, Registration Statement No. 333-205937
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
NEOS THERAPEUTICS, INC.
(Exact name of registrant as specified in
its charter)
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Delaware
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27-0395455
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(State or other jurisdiction of
incorporation)
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(IRS Employer
Identification No.)
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2940 N. Highway 360
Grand Prairie, TX 75050
(972) 408-1300
(Address, including zip code, of principal
executive offices)
Registrant’s telephone number,
including area code: (972) 408-1300
Neos Therapeutics,
Inc. 2009 Equity Incentive Plan
Neos Therapeutics, Inc. 2015 Stock Option And Incentive Plan
Neos Therapeutics, Inc. 2018 Inducement Plan
(Full titles of plans)
Joshua Disbrow, Chief Executive Officer
Neos Therapeutics, Inc.
2940 N. Highway 360
Grand Prairie, TX 75050
(972) 408-1300
(Name and address, including zip code, and
telephone number, including area code, of agent for service)
With copies to:
Nolan S. Taylor
Anthony W. Epps
Troy M. Keller
Dorsey & Whitney LLP
111 South Main St., Suite 2100
Salt Lake City, Utah 84111
(801) 933-7360
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.:
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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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☐
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Smaller reporting company
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☒
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Emerging growth company
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☒
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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-DEREGISTRATION OF SECURITIES
This Post-Effective Amendment (this “Post-Effective
Amendment”) relates to the following Registration Statements on Form S-8 (each, a “Registration Statement”
and, collectively, the “Registration Statements”) previously filed by Neos Therapeutics, Inc., a Delaware corporation
(the “Registrant”) with the Securities and Exchange Commission (the “SEC”):
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Registration Statement No. 333-205937 filed with the SEC on July 29, 2015;
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Registration Statement No. 333-210267 filed with the SEC on March 18, 2016;
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Registration Statement No. 333-216698 filed with the SEC on March 15, 2017;
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Registration Statement No. 333-223696 field with the SEC on March 16, 2018;
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Registration Statement No. 333-226044 filed with the SEC on July 2, 2018;
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Registration Statement No. 333-230356 filed with the SEC on March 18, 2019; and
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Registration Statement No. 333-237182 filed with the SEC on March 13, 2020.
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On March 19, 2021, pursuant to the terms of the Agreement
and Plan of Merger, dated as of December 10, 2020, by and among the Registrant, Aytu BioScience, Inc., a Delaware corporation
(“Parent”), and Neutron Acquisition Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent
(“Merger Sub”), Merger Sub merged with and into the Registrant (the “Merger”), with the
Registrant continuing as the surviving corporation and a wholly-owned subsidiary of Parent. As a result of the Merger, the offerings
pursuant to the Registration Statements have been terminated. In accordance with an undertaking made by the Registrant in the
Registration Statements to remove from registration, by means of a post-effective amendment, any of the securities registered
under the Registration Statements that remain unsold at the termination of the offerings, the Registrant hereby removes from registration
all of the securities registered but unsold under the Registration Statements as of the date hereof, if any. The Registration
Statements are hereby amended, as appropriate, to reflect the deregistration of such securities.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933,
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 to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Englewood, State of Colorado, on March 19, 2021.
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NEOS THERAPEUTICS, INC.
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By:
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/s/ Joshua Disbrow
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Name:
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Joshua Disbrow
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Title:
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Chief Executive Officer
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No other person is required to sign this Post-Effective Amendment
in reliance upon Rule 478 under the Securities Act of 1933, as amended.
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