Post-effective Amendment to an S-8 Filing (s-8 Pos)
March 10 2020 - 6:47AM
Edgar (US Regulatory)
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As filed with the Securities and Exchange Commission on March 10, 2020
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Registration No. 333-228392
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
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TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
UTSTARCOM HOLDINGS CORP.
(Exact name of registrant as specified in its charter)
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Cayman Islands
(State or other jurisdiction of
incorporation or organization)
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98-1007606
(I.R.S. Employer
Identification Number)
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Level 6, 28 Hennessy Road, Admiralty,
Hong Kong
(Address, including zip Code, of Principal Executive Offices)
UTStarcom Holdings Corp.
2017 Equity Incentive Plan
(Full title of each plan)
UTSTARCOM INC.
2635 North First Street, No. 148, San Jose,
CA 95134
+1 408 453 4557
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
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Tenling Ti
Chief Executive Officer
UTstarcom Holdings Corp.
Level 6, 28 Hennessy Road,
Admiralty, Hong Kong
(852) 3951 9757
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Meng Ding
Sidley Austin LLP
39/F, Two Int'l Finance Centre
Central, Hong Kong
(852) 2509 7858
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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. ☐
EXPLANATORY NOTE
On November 15, 2018, UTStarcom Holdings Corp. (the “Company”) filed a Registration Statement on Form S-8 (Registration No. 333-228392) to register 2,000,000 ordinary shares, par value US$0.00375 per share, issued under the Company’s 2017 Equity Incentive Plan. This Post-Effective Amendment No. 1 to Registration Statement on Form S-8 is being filed with the Securities and Exchange Commission solely to update the name, address and telephone number of the agent for service on the cover page and the U.S. duly authorized representative of the Registration Statement on Form S-8. No other changes are being made to the information set forth in the original Registration Statement on Form S-8.
Item 8. Exhibits.
* Previously filed with Form S-8 Registration Statement (File No. 333-228392)
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 this Post-effective Amendment to Registration Statement on Form S-8 (333-228392) to be signed on its behalf by the undersigned, thereunto duly authorized, in Hong Kong, China, on March 10, 2020.
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UTSTARCOM HOLDINGS CORP.
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By:
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/s/ Tenling Ti
Name: Tenling Ti
Chief Executive Officer
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POWER OF ATTORNEY
Each person whose signature appears below hereby authorizes and appoints Tenling Ti and Eric Lam, with full power to act alone, as his or her true and lawful attorney-in-fact, with the power of substitution, for and in such person’s name, place and stead, in any and all capacities, to sign any and all amendments (including post-effective amendments) to this registration statement, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorney-in-fact may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the date indicated.
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Signatures
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Title
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Date
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By:
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/s/ Yongqing Yan
Yongqing Yan
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Chairman, Director
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March 10, 2020
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By:
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/s/ Tenling Ti
Tenling Ti
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Chief Executive Officer, Director
(principal executive officer)
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March 10, 2020
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By:
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/s/ Eric Lam
Eric Lam
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Vice President of Finance
(principal financial and accounting officer)
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March 10, 2020
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By:
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/s/ Wendong Zhang
Wendong Zhang
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Independent Director
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March 10, 2020
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By:
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/s/ Sean Shao
Sean Shao
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Independent Director
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March 10, 2020
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By:
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/s/ Jintong Lin
Jintong Lin
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Independent Director
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March 10, 2020
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By:
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/s/ Tenling Li
Name: Tenling Li
Title: Chief Executive Officer
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Authorized Representative in the United States
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March 10, 2020
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