As filed with the Securities and Exchange Commission on June 10, 2019
Registration
No. 333-230385
Registration
No. 333-221005
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Post-Effective
Amendment No. 1 to Form
S-8
Registration Statement
No. 333-230385
Post-Effective Amendment No. 1 to Form
S-8
Registration Statement
No. 333-221005
Under the
SECURITIES ACT OF 1933
NIGHTSTAR
THERAPEUTICS PLC
(Exact name of registrant as specified in its charter)
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England and Wales
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98-1413750
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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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10 Midford Place, 2
nd
Floor
London W1T 5BJ United Kingdom
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(Address of Principal Executive Offices)
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(Zip Code)
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2017 Equity Incentive Plan
(Full titles of the plans)
Nightstar
Therapeutics PLC
c/o Biogen Inc.
Attn: Susan Alexander, Esq.
Executive Vice President, Chief Legal, Corporate Services and Secretary
225 Binney Street
Cambridge, MA 02142
(Name
and address of agent for service)
(617) 679-2000
(Telephone number, including area code, of agent for service)
Please send copies of all communications to:
Zachary Blume
Paul
Kinsella
Ropes & Gray LLP
Prudential Tower
800
Boylston Street
Boston, MA 02199-3600
617-951-7000
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. ☒