As filed with the Securities and Exchange Commission on May 22, 2012
Registration No. 333 – 146956
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
POST EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT NO. 333-146956
UNDER THE SECURITIES ACT OF 1933
_________________________
GLENROSE INSTRUMENTS INC.
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation or organization) | 20-3521719 (I.R.S. Employer Identification No.) |
GlenRose Instruments Inc.
45 First Avenue
Waltham, Massachusetts 02451
(Address of principal executive offices)
_________________________
2005 Stock Option and Incentive Plan
(Full title of the Plan)
________________________
Anthony S. Loumidis
Chief Financial Officer
GlenRose Instruments Inc.
45 First Avenue
Waltham, Massachusetts 02451
(781) 622-1117
(Name, address and telephone number of agent for service)
________________________
Copy to:
Edwin L. Miller, Jr.
Sullivan & Worcester LLP
One Post Office Square
Boston, MA 02109
Tel: (617) 338-2800
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer¨
| Accelerated filer¨ |
Non-accelerated filer¨ (Do not check if a smaller reporting company) | Smaller reporting companyS |
EXPLANATORY NOTE
DEREGISTRATION OF UNSOLD SECURITIES
This Post-Effective Amendment relates to the following Registration Statement on Form S-8 of GlenRose Instruments Inc. (the “Company”):
Registration No. 333-146956 pertaining to the registration of 700,000 shares of common stock, par value $0.01 per share, of the Company, which was filed with the United States Securities and Exchange Commission and became effective on October 26, 2007 (the “Registration Statement”).
The offering pursuant to the Registration Statement has been terminated. In accordance with undertakings made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities which remain unsold at the termination of the offering, the Company hereby removes from registration the securities of the Company registered but unsold under the Registration Statement.
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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 registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Waltham, Massachusetts, on May 22, 2012.
GLENROSE INSTRUMENTS INC. | ||
By: | /s/ ARVIN H. SMITH | |
Arvin H. Smith | ||
President and Chief Executive Officer |
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 dates indicated.
Signature | Title | Date | ||
/s/ John N. Hatsopoulos | Chairman of the Board and Director | May 22, 2012 | ||
John N. Hatsopoulos | ||||
/s/ Arvin H. Smith | Director, President and Chief Executive Officer | May 22, 2012 | ||
Arvin H. Smith | (Principal Executive Officer) | |||
/s/ Anthony S. Loumidis | Chief Financial Officer, Treasurer and Secretary | May 22, 2012 | ||
Anthony S. Loumidis | (Principal Financial & Accounting Officer) | |||
/s/ Robert Aghababian | Director | May 22, 2012 | ||
Robert Aghababian | ||||
/s/ Barry S. Howe | Director | May 22, 2012 | ||
Barry S. Howe | ||||
/s/ William J. Zolner | Director | May 22, 2012 | ||
William J. Zolner |
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