As filed with the United States Securities and Exchange Commission on February 9, 2021
Registration No. 333-252806
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
SPOTIFY TECHNOLOGY S.A.
(Exact Name of Registrant as Specified in its Charter)
| Grand Duchy of Luxembourg | 98-1097620 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
42-44, avenue de la Gare
L-1610 Luxembourg
Grand Duchy of Luxembourg
(Address, including zip code, of principal executive offices)
TERMS AND CONDITIONS GOVERNING EMPLOYEE STOCK OPTIONS 2021/2026 IN SPOTIFY TECHNOLOGY S.A.
TERMS AND CONDITIONS GOVERNING EMPLOYEE RESTRICTED STOCK UNITS 2021/2026 IN SPOTIFY TECHNOLOGY S.A.
TERMS AND CONDITIONS GOVERNING CONSULTANT STOCK OPTIONS 2021/2026 IN SPOTIFY TECHNOLOGY S.A.
TERMS AND CONDITIONS GOVERNING CONSULTANT RESTRICTED STOCK UNITS 2021/2026 IN SPOTIFY TECHNOLOGY S.A.
(Full title of the plan)
Horacio Gutierrez
Head of Global Affairs and Chief Legal Officer
150 Greenwich Street, 63rd Floor
New York, NY 10007
(Name, address and telephone number, including area code, of agent for service)
Copies to:
Marc. D. Jaffe
Gregory P. Rodgers
Benjamin J. Cohen
Latham & Watkins LLP
885 Third Avenue
New York, New York 10022
(212) 906-1200
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 | ☒ | 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 Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 is being filed solely to correct exhibit hyperlinks contained in the Registration Statement on Form S-8 (File No. 333-252806) filed with the Securities and Exchange Commission on February 5, 2021.
Item 8. Exhibits.
| * | Previously filed with the Registration Statement on Form S-8 (File No. 333-252806) on February 5, 2021. |
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 the City of New York, State of New York, on February 9, 2021.
| SPOTIFY TECHNOLOGY S.A. | ||
| By: | /s/ Horacio Gutierrez | |
| Horacio Gutierrez | ||
| Chief Legal 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 date indicated.
Signature | Title | Date | ||
/s/ Daniel Ek Daniel Ek | Chief Executive Officer, Chairman, and Director (Principal Executive Officer) | February 9, 2021 | ||
/s/ Paul Vogel Paul Vogel | Chief Financial Officer (Principal Financial Officer) | February 9, 2021 | ||
/s/ Paul Sawyer Paul Sawyer | Chief Accounting Officer (Principal Accounting Officer) | February 9, 2021 | ||
* Martin Lorentzon | Director | February 9, 2021 | ||
* Christopher Marshall | Director | February 9, 2021 | ||
* Barry McCarthy | Director | February 9, 2021 | ||
* Shishir Mehrotra | Director | February 9, 2021 | ||
* Heidi O’Neill | Director | February 9, 2021 | ||
* Ted Sarandos | Director | February 9, 2021 | ||
* Thomas Staggs | Director | February 9, 2021 | ||
* Cristina Stenbeck | Director | February 9, 2021 | ||
* Padmasree Warrior | Director | February 9, 2021 | ||
| * By: | /s/ Horacio Gutierrez | |
| Horacio Gutierrez | ||
| Attorney-in-fact |
AUTHORIZED REPRESENTATIVE
Pursuant to the requirements of the Securities Act of 1933, the registrant’s duly authorized representative has signed the registration statement on Form S-8, in the City of New York, State of New York, on February 9, 2021.
| By: | /s/ Horacio Gutierrez | |
| Name: | Horacio Gutierrez | |
| Title: | Authorized Representative in the United States |
