As filed with the Securities and Exchange Commission on July 18, 2022
Registration No. 333-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
| GLOBANT S.A. | |
| (Exact name of registrant as specified in its charter) | |
| Grand Duchy of Luxembourg | Not Applicable |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
37A, Avenue J.F. Kennedy L-1855, Luxembourg | |
| (Address, including zip code, of Principal Executive Offices) | |
| GLOBANT S.A. 2014 EQUITY INCENTIVE PLAN | |
| (Full title of the plans) | |
Globant, LLC 875 Howard Street, Suite 320 San Francisco, California 94103 Attn: Nicolás Avila (877) 215-5230 | Christopher C. Paci Stephen P. Alicanti DLA Piper LLP (US) 1251 Avenue of the Americas New York, New York 10020-1104 (212) 335-4500 |
| (Name, address, telephone number, including area code, of agent for service) | (Copies to) |
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.
| Large accelerated filer x | Accelerated filer ¨ | |
| Non-accelerated filer ¨ | Smaller reporting company ¨ | |
| Emerging growth company ¨ |
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
This Registration Statement on Form S-8 (this “Registration Statement”) relates to the registration of an additional 1,600,000 common shares, nominal value $1.20 per share (the “Common Shares”), of Globant S.A. (the “Registrant”). The Common Shares are securities of the same class and relate to the same employee benefit plan, the Globant S.A. 2014 Equity Incentive Plan, as amended, as those registered pursuant to the Registrant’s Registration Statements on Form S-8 (File Nos. 333-201602 and 333-211835), filed with the U.S. Securities and Exchange Commission (the “Commission”) on January 20, 2015 and June 3, 2016, respectively, as well as the Registrant’s Registration Statement on Form S-8 (File No. 333-232022), filed with the Commission on June 7, 2019, as amended by Post-Effective Amendment No. 1, filed with the Commission on May 24, 2021 (collectively, the “Prior Registration Statements”). In accordance with General Instruction E of Form S-8, the contents of the Prior Registration Statements are incorporated herein by reference, except that provisions contained in Part II of such Prior Registration Statements are modified as set forth herein.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 3. Incorporation of Documents by Reference.
The following documents which have been filed by the Registrant with the Commission are incorporated herein by reference:
| (a) | Annual Report on Form 20-F (File No. 001-36535) for the year ended December 31, 2021, filed with the Commission on February 28, 2022; | |
| (b) | Reports of Foreign Private Issuer on Form 6-K furnished to the Commission on March 15, 2022 (including Exhibit 99.1 thereto), March 30, 2022, April 22, 2022 and June 15, 2022, and the unaudited condensed interim consolidated statement of comprehensive income, unaudited condensed interim consolidated statements of financial position, unaudited supplemental non-IFRS financial information and schedule of supplemental information contained in the press release attached as Exhibit 99.1 to the Report of Foreign Private Issuer on Form 6-K furnished to the Commission on May 19, 2022; and | |
| (c) | The description of the Common Shares contained in the Registration Statement on Form 8-A (File No. 001-36535), filed with the Commission on July 11, 2014, and any amendment filed for the purpose of updating such description. |
All documents subsequently filed by the Registrant with the Commission pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act and, to the extent designated therein, Reports of Foreign Private Issuer on Form 6-K furnished by the Registrant to the Commission that are identified in such forms as being incorporated into this Registration Statement, in each case, subsequent to the initial filing date of this Registration Statement and prior to the filing of a post-effective amendment which indicates that all securities offered have been sold or which deregisters all securities remaining unsold, shall be deemed to be incorporated by reference into this Registration Statement and to be a part of this Registration Statement from the date of filing of such documents.
Any statement contained in a document incorporated or deemed to be incorporated by reference in this Registration Statement shall be deemed modified, superseded or replaced for purposes of this Registration Statement to the extent that a statement contained in this Registration Statement, or in any subsequently filed document that also is deemed to be incorporated by reference in this Registration Statement, modifies, supersedes or replaces such statement. Any statement so modified, superseded or replaced shall not be deemed, except as so modified, superseded or replaced, to constitute a part of this Registration Statement.
Item 8. Exhibits.
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 Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Buenos Aires, Argentina, on July 18, 2022.
| GLOBANT S.A. | ||
| By: | /s/ Juan Ignacio Urthiague | |
| Juan Ignacio Urthiague | ||
| Chief Financial Officer | ||
KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints each of Martín Migoya, Martín Gonzalo Umaran and Juan Ignacio Urthiague as his or her true and lawful attorney-in-fact, with full power of substitution and resubstitution for him or her and in his or her name, place and stead, in any and all capacities to sign any and all amendments including post-effective amendments to this Registration Statement on Form S-8 (including, without limitation, any additional registration statement filed pursuant to Rule 462 under the Securities Act of 1933), and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that said attorney-in-fact or his substitute, each acting alone, may lawfully do or cause to be done by virtue thereof.
Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
| Signature | Title | Date | ||
| /s/ Martín Migoya | ||||
| Martín Migoya | Chairman of the Board and Chief Executive Officer (Principal Executive Officer) | July 18, 2022 | ||
| /s/ Juan Ignacio Urthiague | ||||
| Juan Ignacio Urthiague | Chief Financial Officer (Principal Financial Officer) | July 18, 2022 | ||
| /s/ Yanina Maria Conti | ||||
| Yanina Maria Conti | Chief Accounting Officer (Principal Accounting Officer) | July 18, 2022 | ||
| /s/ Martin Gonzalo Umaran | ||||
| Martín Gonzalo Umaran | Director and Chief Corporate Development Officer – President for EMEA | July 18, 2022 | ||
| /s/ Guibert Andrés Englebienne | ||||
| Guibert Andrés Englebienne | Director and President of Globant X and Globant Ventures – President for Latin America | July 18, 2022 | ||
| /s/ Francisco Álvarez-Demalde | ||||
| Francisco Álvarez-Demalde | Director | July 18, 2022 |
| /s/ Andrea Mayumi Petroni Merhy | ||||
| Andrea Mayumi Petroni Merhy | Director | July 18, 2022 | ||
| /s/ Philip A. Odeen | ||||
| Philip A. Odeen | Director | July 18, 2022 | ||
/s/ Maria Pinelli | ||||
| Maria Pinelli | Director | July 18, 2022 | ||
| /s/ Linda Rottenberg | ||||
| Linda Rottenberg | Director | July 18, 2022 | ||
| /s/ Richard Haythornthwaite | ||||
| Richard Haythornthwaite | Director | July 18, 2022 |
AUTHORIZED REPRESENTATIVE
Pursuant to the requirements of the Securities Act of 1933, as amended, the undersigned, the duly authorized representative in the United States of the Registrant, has signed this Registration Statement in the City of New York, State of New York, on July 18, 2022.
| /s/ Nicolás Avila | ||
| Name: | Nicolás Avila | |
| Title: | Authorized Representative in the United States |
