Post-effective Amendment to an S-8 Filing (s-8 Pos)
June 13 2022 - 10:07AM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on June 13, 2022
Registration Statement No. 333-168374
Registration Statement No. 333-203763
Registration Statement No. 333-220518
Registration Statement No. 333-256376
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT
NO. 333-168374
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM
S-8 REGISTRATION STATEMENT NO. 333-203763
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT
NO. 333-220518
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM
S-8 REGISTRATION STATEMENT NO. 333-256376
UNDER
THE
SECURITIES ACT OF 1933
RENEWABLE ENERGY GROUP, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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26-4785427 |
(State or other jurisdiction of
incorporation or organization) |
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(I.R.S. Employer
Identification Number) |
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416 South Bell Avenue
Ames, Iowa |
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50010 |
(Address of Principal Executive Offices) |
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(Zip Code) |
2021 Stock Incentive Plan
2009 Stock Incentive Plan
Amended and Restated 2009 Stock Incentive Plan
(Full title of the plan)
Mary A.
Francis
Corporate Secretary and Chief Governance Officer
c/o Chevron Corporation
6001 Bollinger Canyon Road
San Ramon, California 94583
(Name and address of agent for service)
(925) 842-1000
(Telephone number, including area code, of agent for service)
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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☐ |
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. ☐
DEREGISTRATION OF SECURITIES
Renewable Energy Group, Inc., a Delaware corporation (the Registrant), is filing these post-effective amendments (these Post-Effective
Amendments) to the following Registration Statements on Form S-8 (the Registration Statements), which have been previously filed with the Securities and Exchange Commission (the
SEC), to deregister any and all shares of the Registrants common stock, par value $0.0001 per share (Common Stock), registered but unsold or otherwise unissued under each such Registration Statement as of the date
hereof (note that the share numbers listed below do not take into account corporate actions, such as stock splits, taken in the interim):
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1. |
Registration Statement No. 333-168374, filed with the SEC on
July 29, 2010, registering 5,400,000 shares of Common Stock issuable pursuant to the 2009 Stock Incentive Plan, as amended; |
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2. |
Registration Statement No. 333-203763, filed with the SEC on
April 30, 2015, registering 1,800,000 shares of Common Stock issuable pursuant to the Amended and Restated 2009 Stock Incentive Plan (the 2009 Plan); |
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3. |
Registration Statement No. 333-220518, filed with the SEC on
September 19, 2017, registering 550,000 shares of Common Stock issuable pursuant to the 2009 Plan; and |
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4. |
Registration Statement No. 333-256376, filed with the SEC on
May 21, 2021, registering 1,900,000 shares of Common Stock issuable pursuant to the 2021 Stock Incentive Plan. |
On June 13,
2022, pursuant to the Agreement and Plan of Merger, dated as of February 27, 2022, with Chevron Corporation, a Delaware corporation (Parent), Cyclone Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of Parent
(Merger Subsidiary), and the Registrant, Merger Subsidiary merged with and into the Registrant (the Merger), with the Registrant surviving as a wholly owned subsidiary of Parent. These Post-Effective Amendments are being
filed as a result of the Merger.
The Registrant, by filing these Post-Effective Amendments, hereby terminates the effectiveness of the Registration
Statements and removes from registration any and all shares of Common Stock registered but unsold or otherwise unissued under the Registration Statements as of the date hereof. This filing is made in accordance with an undertaking made by the
Registrant in Part II of each Registration Statement to remove from registration by means of a post-effective amendment any securities that had been registered for issuance but remain unsold at the termination of the offering.
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 these Post-Effective Amendments to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Ames, State of Iowa, on
June 13, 2022.
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RENEWABLE ENERGY GROUP, INC. |
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By: |
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/s/ Kevin Lucke |
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Kevin Lucke President |
No other person is required to sign these Post-Effective Amendments to the Registration Statements in reliance on Rule
478 of the Securities Act of 1933, as amended.
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