Post-effective Amendment to an S-8 Filing (s-8 Pos)
September 27 2016 - 3:28PM
Edgar (US Regulatory)
Registration Nos. 333-206016
333-197812
333-189347
333-177763
333-175506
333-161542
333-126819
333-116095
333-112025
333-108049
333-89168
333-76312
333-73574
333-72544
333-61952
333-59820
333-57778
333-46816
333-93419
333-86681
333-45351
333-43059
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENTS
TO
FORM S-8
REGISTRATION STATEMENTS
UNDER
THE
SECURITIES ACT OF 1933
POLYCOM, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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99-3128324
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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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6001 America Center Drive
San Jose, California 95002
(Address, including zip code, of principal executive offices)
Polycom, Inc. 2011 Equity Incentive Plan
ViVu, Inc. 2008 Equity Incentive Plan
Polycom, Inc. 2005 Employee Stock Purchase Plan
Polycom, Inc. 2004 Equity Incentive Plan
Voyant Technologies, Inc. 2000 Equity Incentive Plan
Atlanta Signal Processors, Incorporated 1997 Incentive Stock Plan
Polycom, Inc. 2001 Non-Statutory Stock Option Plan
PictureTel Corporation 1998 Acquisition Stock Option Plan
Circa Communications, Ltd. Stock Option Plan
Accord Networks Ltd. 1995 Employee Share Ownership and Option Plan
Accord Networks Ltd. Share Ownership and Option Plan (2000)
Accord Networks Ltd. 2000 Share Option Plan
Accord Networks Ltd. 2000 Non-Employee Director Stock Option Plan
Atlas Communication Engines, Inc. 1996 Stock Incentive Plan
Polycom, Inc. Employee Stock Purchase Plan
ViaVideo Communications, Inc. 1996 Stock Option/Stock Issuance Plan
Polycom, Inc. 1996 Stock Incentive Plan
(Full title of the plans)
Sayed M. Darwish
Chief
Legal Officer and Executive Vice President, Corporate Development
Polycom, Inc.
6001 America Center Drive
San Jose, California 95002
(408) 586-6000
(Name,
address and telephone number, including area code, of agent for service)
Copy to:
Jose F. Macias, Esq.
Wilson Sonsini Goodrich & Rosati
Professional Corporation
650 Page Mill Road
Palo
Alto, CA 94304-1050
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
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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x
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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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DEREGISTRATION OF SECURITIES
These Post-Effective Amendments relate to the following Registration Statements on Form S-8 filed by Polycom, Inc. (the
Company
) with the Securities and Exchange Commission (the
SEC
) (collectively, the
Registration Statements
), each pertaining to the registration of shares of common stock of the Company, par
value $0.0005 per share (
Common Stock
) offered under certain employee benefit and equity plans and agreements:
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File No.
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Date Filed
with the SEC
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Name of Equity Plan or Agreement
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Shares of
Common Stock (#)
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333-206016
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July 31, 2015
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Polycom, Inc. 2011 Equity Incentive Plan
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5,600,000
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333-197812
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August 1, 2014
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Polycom, Inc. 2005 Employee Stock Purchase Plan
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9,000,000
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333-189347
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June 14, 2013
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Polycom, Inc. 2011 Equity Incentive Plan
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10,500,000
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333-177763
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November 4, 2011
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ViVu, Inc. 2008 Equity Incentive Plan
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9,481
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333-175506
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July 12, 2011
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Polycom, Inc. 2005 Employee Stock Purchase Plan
Polycom, Inc. 2011 Equity Incentive Plan
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7,000,000 19,800,000
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333-161542
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August 25, 2009
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Polycom, Inc. 2004 Equity Incentive Plan
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3,600,000
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333-126819
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July 22, 2005
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Polycom, Inc. 2005 Employee Stock Purchase Plan
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5,000,000
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333-116095
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June 2, 2004
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Polycom, Inc. 2004 Equity Incentive Plan
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12,500,000
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333-112025
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January 20, 2004
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Voyant Technologies, Inc. 2000 Equity Incentive Plan
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1,354,099
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333-108049
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August 18, 2003
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Polycom, Inc. 1996 Stock Incentive Plan
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1,900,000
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333-89168
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May 24, 2002
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Polycom, Inc. 1996 Stock Incentive Plan
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4,000,000
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Polycom, Inc. Employee Stock Purchase Plan
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500,000
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333-76312
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January 4, 2002
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Atlanta Signal Processors, Incorporated 1997 Incentive Stock Plan
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30,687
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333-73574
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November 16, 2001
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Polycom, Inc. 2001 Non-Statutory Stock Option Plan
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750,000
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333-72544
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October 31, 2001
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PictureTel Corporation 1998 Acquisition Stock Option Plan
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1,231,593
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333-61952
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May 31, 2001
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Polycom, Inc. 1996 Stock Incentive Plan
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2,500,000
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333-59820
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April 30, 2001
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Circa Communications, Ltd. Stock Option Plan
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248,597
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333-57778
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March 28, 2001
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Accord Networks Ltd. 1995 Employee Share Ownership and Option Plan
Accord Networks Ltd. Share Ownership and Option Plan (2000)
Accord Networks Ltd. 2000 Share Option Plan
Accord Networks Ltd. 2000 Non-Employee Director Stock Option Plan
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1,339,026
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333-46816
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September 28, 2000
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Polycom, Inc. 1996 Stock Incentive Plan
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3,500,000
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333-93419
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December 22, 1999
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Atlas Communication Engines, Inc. 1996 Stock Incentive Plan
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476,817
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333-86681
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September 7, 1999
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Polycom, Inc. 1996 Stock Incentive Plan
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1,500,000
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Polycom, Inc. Employee Stock Purchase Plan
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500,000
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333-45351
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January 30, 1998
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ViaVideo Communications, Inc. 1996 Stock Option/Stock Issuance Plan
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1,123,275
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333-43059
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December 23, 1997
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Polycom, Inc. 1996 Stock Incentive Plan
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1,000,000
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Pursuant to the Agreement and Plan of Merger dated as of July 8, 2016, by and among the Company, Triangle
Private Holdings I, LLC, a Delaware limited liability company (
Parent
), and Triangle Private Merger Sub Inc., a Delaware corporation and indirect wholly owned subsidiary of Parent (
Merger Sub
), Merger Sub was
merged with and into the Company (the
Merger
), with the Company surviving the Merger as an indirect wholly owned subsidiary of Parent. In connection with the Merger, as of the date hereof, the Company has terminated all offerings
of the Companys securities pursuant to the Registration Statements.
Accordingly, in accordance with the undertakings made by the
Company in the Registration Statements to remove from registration, by means of a post-effective amendment, any securities of the Company that had been registered but remain unsold at the termination of the offering, the Company hereby removes from
registration any and all such securities registered but unsold under the Registration Statements as of the date hereof. Each Registration Statement is hereby amended, as appropriate, to reflect the deregistration of all such securities.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused these Post-Effective Amendments to the Registration
Statements on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of San Jose, State of California, on September 27, 2016.
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POLYCOM, INC.
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By:
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/s/ Sayed M. Darwish
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Name:
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Sayed M. Darwish
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Title:
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Chief Legal Officer and Executive Vice President, Corporate Development
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No other person is required to sign these Post-Effective Amendments in reliance upon Rule 478 under
the Securities Act of 1933, as amended.
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