As filed with the Securities and Exchange Commission on July 17, 2013.
Registration No. 333-166216
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
DynaVox Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 27-1507281 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification Number) |
2100 Wharton Street
Suite 400
Pittsburgh, PA 15203
(412) 381-4883
(Address, including zip code, and telephone number, including area code, of principal executive offices)
DynaVox Inc. 2010 Long-Term Incentive Plan
(Full Title of the Plan)
Michelle Heying Wilver
President and Chief Executive Officer
DynaVox Inc.
2100 Wharton Street
Suite 400
Pittsburgh, PA 15203
(412) 381-4883
(Name and address, including zip code, and telephone number, including area code, of agent for service)
With copies to:
Joshua Ford Bonnie
Simpson Thacher & Bartlett LLP
425 Lexington Avenue
New York, New York 10017
Telephone: (212) 455-2000
Facsimile: (212) 455-2502
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 company | x | |||
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-8 (the “Registration Statement”), File No. 333-166216, which originally registered 3,550,000 shares of Class A common stock, par value $0.01 per share (the “Shares”) of DynaVox Inc. (the “Company”) available for issuance under the DynaVox Inc. 2010 Long-Term Incentive Plan (the “Plan”). The Company is filing this Post-Effective Amendment in accordance with the undertaking in the Registration Statement to terminate the effectiveness of the Registration Statement and to remove from registration the 2,545,047 Shares that remain unsold at the termination of the offering covered by the Registration Statement.
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 No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Pittsburgh, State of Pennsylvania on July 17, 2013.
| DYNAVOX INC. | ||||
| By: | /s/ Raymond J. Merk | |||
| Name: | Raymond J. Merk | |||
| Title: | Chief Financial Officer and Corporate Secretary | |||
No other person is required to sign this Post-Effective Amendment No. 1 to the Registration Statement in reliance upon Rule 478 under the Securities Act of 1933, as amended.
