Post-effective Amendment to an S-8 Filing (s-8 Pos)
November 15 2017 - 4:36PM
Edgar (US Regulatory)
Registration Nos.
333-142417
333-160264
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO.1
TO
FORM
S-8
REGISTRATION STATEMENTS
NOS.
333-142417
AND
333-160264
REGISTRATION STATEMENT
UNDER
THE
SECURITIES ACT OF 1933
XEROX CORPORATION
(Exact name of registrant as specified in its charter)
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New York
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16-0468020
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(State or other jurisdiction of
incorporation)
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(IRS Employer
Identification No.)
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201 Merritt 7
Norwalk, Connecticut
06851
(Address of
Principal Executive Offices, including Zip Code)
Xerox Corporation Savings Plan and the Savings Plan of Xerox Corporation
and the Xerographic Division, Rochester Regional Joint Board on
Behalf of Itself and Other Regional Joint Boards
(Full title of the plan)
Sarah Hlavinka McConnell
Executive Vice President, General Counsel and Secretary
Xerox Corporation
201
Merritt 7
Norwalk, CT 06851
(Name and address of agent for service)
(203)
968-3000
(Telephone number, including area code, for agent for service)
Indicate by checkmark 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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☐ (Do not check if a smaller reporting company)
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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. ☐
REMOVAL OF SECURITIES FROM REGISTRATION
Xerox Corporation, a New York corporation (the Registrant), and Xerox Corporation Savings Plan and the Savings Plan of Xerox Corporation and the
Xerographic Division, Rochester Regional Joint Board on Behalf of Itself and Other Regional Joint Boards (collectively, the Plan) filed registration statements on Form
S-8
(File Nos.
333-142417
and
333-160264)
(the Registration Statements) with the Securities and Exchange Commission on April 27, 2007 and June 26, 2009, respectively.
The Registration Statements cover 23,000,000 shares of Common Stock, par value $1.00 per share (the Common Stock), of the Registrant to be issued under the Plan, and an indeterminate amount of plan interests.
The Company amended the Plan to terminate the Company Stock Fund within the Plan and no further offers or sales of Common Stock are being made through the
Plan. In accordance with an undertaking made by the Registrant in the Registration Statements to remove by means of a post-effective amendment any securities that remain unsold at the termination of the offering, this Post-Effective Amendment is
being filed to remove from registration the Common Stock and plan interests not heretofore sold pursuant to the Registration Statements. The Registration Statements are hereby amended, as appropriate, to reflect the deregistration of such Common
Stock and plan interests.
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 statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City
or Norwalk, State of Connecticut, on this 15 day of November, 2017.
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XEROX CORPORATION
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By:
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/s/ Sarah Hlavinka McConnell
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Sarah Hlavinka McConnell
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Executive Vice President,
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General Counsel and Secretary
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Pursuant to the requirements of the Securities Act of 1933, as amended, the trustees (or other persons who
administer the employee benefit plan) have 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 Norwalk, State of Connecticut, on this 15 day
of November, 2017.
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XEROX CORPORATION SAVINGS PLAN AND THE SAVINGS PLAN OF XEROX CORPORATION AND THE XEROGRAPHIC DIVISION, ROCHESTER REGIONAL JOINT BOARD ON BEHALF OF ITSELF AND OTHER REGIONAL JOINT BOARDS
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By:
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/s/ Robert Birkenholz
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Robert Birkenholz
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Vice President and Treasurer,
Xerox
Corporation
Chairman, Xerox Retirement Investment Committee
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