Form POS AM - Post-Effective amendments for registration statement
February 09 2024 - 2:35PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission
on February 9, 2024
Registration No. 333-86675
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-3
Post-Effective Amendment No. 1 to Registration
Statement No. 333-86675
UNDER THE SECURITIES ACT OF 1933
SAFEGUARD SCIENTIFICS, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania |
23-1609753 |
(State or other jurisdiction of
incorporation or organization) |
(I.R.S. Employer
Identification Number) |
150 N. Radnor Chester Rd., Suite F-200
Radnor, Pennsylvania 19087
(610) 293-0600
(Address, including zip code, and telephone number,
including area code, of registrant’s principal executive offices)
Mark Dow
Chief Executive Officer
150 N. Radnor Chester Rd., Suite F-200
Radnor, Pennsylvania 19087
(610) 293-0600
(Name, address, including zip code, and telephone
number, including area code, of agent for service)
Approximate date of commencement of proposed sale to the public:
This Post-Effective Amendment is being filed to withdraw from registration all securities not sold under Registration Statement No. 333-86675.
If the only securities being registered on this
Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. ¨
If any of the securities being registered on this
Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered
only in connection with dividend or interest reinvestment plans, check the following box. ¨
If this Form is filed to register additional securities
for an offering pursuant to Rule 462(b) under the Securities Act of 1933, please check the following box and list the Securities Act registration
statement number of the earlier effective registration statement for the same offering. ¨
If this Form is a post-effective amendment filed
pursuant to Rule 462(c) under the Securities Act, please check the following box and list the Securities Act registration statement number
of the earlier effective registration statement for the same offering. ¨
If this Form is a registration statement pursuant
to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant
to Rule 462(e) under the Securities Act, check the following box. ¨
If this Form is a post-effective amendment to
a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities
pursuant to Rule 413(b) under the Securities Act, check the following box. ¨
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 |
x |
Smaller reporting company |
x |
|
|
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 Securities Act. ¨
EXPLANATORY NOTE
On January 22, 2024, Safeguard
Scientifics, Inc. (the “Company”) provided notice to The Nasdaq Stock Market LLC (“Nasdaq”) that it intends to
file Form 25 with the Securities and Exchange Commission (the “SEC”) to voluntarily delist its shares of common stock from
trading on Nasdaq in connection with its previously announced plan to deregister its common stock under the Securities Exchange Act of
1934, as amended, and to delist the Company’s common stock from trading on Nasdaq. On February 2, 2024, the Company filed such Form
25 with the SEC. In connection with the foregoing and the undertakings in the Registration Statement on Form S-3, Registration No. 333-86675
(the “Registration Statement”), the Company is hereby filing this Post-Effective Amendment to the Registration Statement to
terminate the effectiveness of such Registration Statement and to remove from registration all of the Company’s securities that
remain unsold under such Registration Statement.
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-3 and has duly caused this Post-Effective Amendment to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 9, 2024.
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Safeguard Scientifics, Inc. |
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By: |
/s/ Mark Dow |
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Name: |
Mark Dow |
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Title: |
Chief Executive Officer |
Pursuant to Rule 478 under
the Securities Act of 1933, as amended, no other person is required to sign this Post-Effective Amendment to the Registration Statement.
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