As filed with the Securities and Exchange Commission on June 16, 2017.
Registration No. 333-147724
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
LUXOTTICA GROUP S.p.A.
(Exact name of registrant as specified in its charter)
Republic of Italy |
| Not applicable |
(State or other jurisdiction of incorporation or organization) |
| (I.R.S. Employer Identification No.) |
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Piazzale Cadorna 3 |
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Milan, Italy |
| 20123 |
(Address of Principal Executive Offices) |
| (Zip Code) |
LUXOTTICA GROUP S.p.A. 2006 STOCK OPTION PLAN
(Full title of the plan)
Michael A. Boxer, Esq.
Executive Vice President and Group General Counsel
4000 Luxottica Place
Mason, Ohio 45040
(Name and address of agent for service)
(513) 765-6134
(Telephone number, including area code, of agent for service)
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 o |
Non-accelerated filer o (Do not check if a smaller reporting company) | Smaller reporting company o |
| Emerging growth company o |
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 13(a) of the Exchange Act. o
DEREGISTRATION OF UNSOLD SECURITIES
This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-8 (No. 333-147724) filed on November 30, 2007, registering 20,000,000 ordinary shares, par value Euro 0.06 per share, of Luxottica Group S.p.A. (the “Company”), to be offered or sold pursuant to the Luxottica Group S.p.A. 2006 Stock Option Plan (the “Registration Statement”).
The Company has delisted its American Depositary Shares from the New York Stock Exchange and intends to file a Form 15F to deregister and terminate its reporting obligations under the Securities Exchange Act of 1934, as amended. In accordance with the undertaking made by the Company in the Registration Statement to remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering, the Company hereby amends the Registration Statement to withdraw from registration the securities registered thereby which remain unsold as of the date hereof.
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 on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in Milan, Italy, on June 16, 2017.
| LUXOTTICA GROUP S.p.A., | |
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| By: | /s/ STEFANO GRASSI |
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| Name: Stefano Grassi |
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| Title: Chief Financial Officer |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 has been signed by the following persons in the capacities indicated on June 16, 2017.
/s/ LEONARDO DEL VECCHIO |
| /s/ LUIGI FRANCAVILLA |
Leonardo Del Vecchio |
| Luigi Francavilla |
Executive Chairman |
| Deputy Chairman |
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/s/ FRANCESCO MILLERI |
| /s/ MASSIMO VIAN |
Francesco Milleri |
| Massimo Vian |
Deputy Chairman |
| Chief Executive Officer for Product and |
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/s/ MARINA BROGI |
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Marina Brogi |
| Luigi Feola |
Director |
| Director |
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/s/ ELISABETTA MAGISTRETTI |
| /s/ MARIO NOTARI |
Elisabetta Magistretti |
| Mario Notari |
Director |
| Director |
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/s/ MARIA PIERDICCHI |
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Maria Pierdicchi |
| Karl Heinz Salzburger |
Director |
| Director |
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/s/ LUCIANO SANTEL |
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Luciano Santel |
| Cristina Scocchia |
Director |
| Director |
