As filed with the Securities and Exchange Commission on June 19, 2020
Registration No. 333-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
Anika Therapeutics, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | | 04-3145961 |
| (State or other jurisdiction of | | (I.R.S. Employer Identification No. |
| incorporation or organization) | | |
| | | |
| 32 Wiggins Avenue | | |
| Bedford, Massachusetts | | 01730 |
| (Address of principal executive offices) | | (Zip code) |
2017 Omnibus Incentive Plan
(Full title of the plan)
Cheryl R. Blanchard
President and Chief Executive Officer
Anika Therapeutics, Inc.
32 Wiggins Avenue
Bedford, Massachusetts 01730
(781) 457-9000
(Name, address, including zip code, and telephone number, including area code, of agent for service)
| | With copies to: | |
| Mark L. Johnson | | David Colleran |
| K&L Gates LLP | | Anika Therapeutics, Inc. |
| One Lincoln Street | | 32 Wiggins Avenue |
| Boston, MA 02111 | | Bedford, MA 01730 |
| (617) 261-3260 | | (781) 457-9261 |
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. ☐
CALCULATION OF REGISTRATION FEE
| Title of Securities to be Registered | Amount to be registered(1) | Proposed maximum offering price per share(2) | Proposed maximum aggregate offering price(2) | Amount of registration fee |
| Common stock, $0.01 par value per share | 800,000 shares | $33.98 | $27,184,000 | $3,528.48 |
| (1) | Consists of additional shares available for issuance under the registrant’s 2017 Omnibus Incentive Plan as approved by stockholders at Anika Therapeutics, Inc.’s 2020 annual meeting. In accordance with Rule 416 under the Securities Act of 1933, this registration statement shall be deemed to cover any additional securities that may from time to time be offered or issued to prevent dilution resulting from stock splits, stock dividends or similar transactions. |
| (2) | Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(c) and (h) under the Securities Act of 1933 and based upon the average of the high and low prices of the registrant’s common stock as reported on The NASDAQ Global Select Market on June 15, 2020. |
STATEMENT OF INCORPORATION BY REFERENCE
This Registration Statement on Form S-8 relating to the 2017 Omnibus Incentive Plan of the registrant is being filed for the purpose of registering additional securities of the same class as other securities for which a Registration Statement on Form S-8 has previously been filed and is effective. Pursuant to General Instruction E to Form S-8, except as otherwise set forth below, this Registration Statement incorporates by reference the contents of the Registration Statements on Form S-8 previously filed by the registrant with the Securities and Exchange Commission on July 7, 2017 (File No. 333-219190) and June 21, 2019 (File No. 333-232254).
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. Exhibits.
SIGNATURE
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 Bedford, Commonwealth of Massachusetts, as of June 19, 2020.
| | ANIKA THERAPEUTICS, INC. |
| | |
| | |
| | /s/ Cheryl R. Blanchard |
| | Cheryl R. Blanchard |
| | President and Chief Executive Officer |
POWER OF ATTORNEY AND SIGNATURES
KNOW ALL PERSONS BY THESE PRESENTS that each person whose signature appears below constitutes and appoints Cheryl R. Blanchard and David Colleran, or either of them, as his or her true and lawful attorneys-in-fact and agents, 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 file and sign any and all amendments, including post-effective amendments and any registration statement for the same offering that is to be effective under Rule 462(b) of the Securities Act of 1933 to this registration statement, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or their substitute or substitutes may lawfully do or cause to be done by virtue hereof. This power of attorney shall be governed by and construed with the laws of the State of Delaware and applicable federal securities laws.
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed below by the following persons on behalf of the registrant in the capacities and on the dates indicated.
| Signature | | Title | | Date |
| | | | | |
| /s/ Cheryl R. Blanchard | | Chief Executive Officer, President and Director | | June 19, 2020 |
| Cheryl R. Blanchard | | (Principal Executive Officer) | | |
| | | | | |
| /s/Sylvia Cheung | | Chief Financial Officer and Treasurer | | June 19, 2020 |
| Sylvia Cheung | | (Principal Financial and Accounting Officer) | | |
| | | | | |
| /s/ Joseph L. Bower | | Director and Chair of the Board of Directors | | June 19, 2020 |
| Joseph L. Bower | | | | |
| | | | | |
| /s/Raymond J. Land | | Director | | June 19, 2020 |
| Raymond J. Land | | | | |
| | | | | |
| /s/Glenn R. Larsen | | Director | | June 19, 2020 |
| Glenn R. Larsen | | | | |
| | | | | |
| /s/Jeffrey S. Thompson | | Director | | June 19, 2020 |
| Jeffrey S. Thompson | | | | |
| | | | | |
| /s/ Susan L.N. Vogt | | Director | | June 19, 2020 |
| Susan L.N. Vogt | | | | |
