As filed with the Securities and Exchange Commission on February 22, 2024
Registration No. 333-274121
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Post-Effective Amendment No. 1)
FORM S-8
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
PARTS iD, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 81-3674868 | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
1 Corporate Drive, Suite C
Cranbury, New Jersey 08512
(Address of Principal Executive Offices) (Zip Code)
PARTS iD, Inc. 2020 Equity Incentive Plan
PARTS iD, Inc. 2020 Employee Stock Purchase Plan
(Full titles of the plans)
Lev Peker
Chief Executive Officer
PARTS iD, Inc.
1 Corporate Drive, Suite C
Cranbury, New Jersey 08512
(Name and address of agent for service)
(609) 642-4700
(Telephone number, including area code, of agent for service)
Copies to:
Andrew P. Gilbert, Esq.
James M. Fischer, Esq.
DLA Piper LLP (US)
51 John F. Kennedy Parkway, Suite 120
Short Hills, New Jersey 07078
Telephone: (973) 520-2550
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 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
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 (File No. 333-274121), or the Registration Statement, is being filed by PARTS iD, Inc., a Delaware corporation, or the Company, in order to terminate the effectiveness of the Registration Statement and to deregister, as of the effective date of this Post-Effective Amendment No. 1, all shares of the Class A common stock, par value $0.0001 per share, of the Company which remain unsold under the Registration Statement on the date hereof.
Following effectiveness of this Post-Effective Amendment No. 1, the Company intends to file a Form 15 to terminate its duty to file reports under Section 13(a) and 15(d) of the Securities Exchange Act of 1934, as amended.
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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 Post-Effective Amendment to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Cranbury, State of New Jersey, on February 22, 2024.
| PARTS iD, INC. | ||
| By: | /s/ Lev Peker | |
| Lev Peker | ||
Director and Chief Executive Officer (Principal Executive Officer) | ||
Note: No other person is required to sign this Post-Effective Amendment No. 1 to the Registration Statement in reliance on Rule 478 of the Securities Act of 1933, as amended.
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