Post-effective Amendment to an S-8 Filing (s-8 Pos)
January 27 2023 - 6:05AM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on January 26, 2023.
Registration No. 333-127770
Registration No. 333-153535
Registration No. 333-206041
Registration No. 333-213363
Registration No. 333-220833
Registration No. 333-226152
Registration No. 333-237279
Registration No. 333-254916
Registration No. 333-257649
Registration No. 333-262007
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO:
Form S-8 Registration No. 333-127770
Form S-8 Registration No. 333-153535
Form S-8 Registration No. 333-206041
Form S-8 Registration No. 333-213363
Form S-8 Registration No. 333-220833
Form S-8 Registration No. 333-226152
Form S-8 Registration No. 333-237279
Form S-8 Registration No. 333-254916
Form S-8 Registration No. 333-257649
Form S-8 Registration No. 333-262007
UNDER THE SECURITIES ACT OF 1933
VIVEVE MEDICAL, INC.
(Exact name of registrant as specified in its charter)
Delaware
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04-3153858
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(State or other jurisdiction of incorporation or organization)
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(IRS Employer Identification No.)
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345 Inverness Drive South
Building B, Suite 250
Englewood, CO 80112
Telephone: (720) 696-8100
(Address, including zip code, of Principal Executive Offices)
2005 Stock Incentive Plan
Viveve Medical, Inc. Amended and Restated 2013 Stock Option and Incentive Plan
Viveve Medical, Inc. 2017 Employee Stock Purchase Plan
(Full title of the plans)
Scott Durbin
345 Inverness Drive South
Building B, Suite 250
Englewood, CO 80112
Telephone: (720) 696-8100
(Name, address, and telephone number, including area code, of agent for service)
Copies to:
Mitchell S. Bloom, Esq.
Shoaib Ghias, Esq.
Goodwin Procter LLP
Three Embarcadero Center
San Francisco, CA 94111
(415) 733-6000
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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
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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. ☐
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 (this “Post-Effective Amendment”) relates to the following Registration Statements on Form S-8 (each a “Registration Statement,” and collectively, the “Registration Statements”), filed with the Securities and Exchange Commission (the “SEC”) by Viveve Medical, Inc. (the “Registrant”):
The Registrant is filing this Post-Effective Amendment to deregister any and all securities that remain unsold under the Registration Statements as of the date hereof. In accordance with the undertakings made by the Registrant in the Registration Statements 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, the Registrant hereby removes and withdraws from registration any and all securities registered pursuant to the Registration Statements that remain unsold as of the date hereof. Note that the numbers of securities listed above do not take into account any applicable corporate actions, such as stock splits, that may have been taken in the interim.
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 Statements on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Englewood, State of Colorado, on January 26, 2023.
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VIVEVE MEDICAL, INC.
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By:
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/s/ Scott Durbin
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Scott Durbin, Chief Executive Officer
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No other person is required to sign this Post-Effective Amendment in reliance upon Rule 478 under the Securities Act of 1933.
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