As filed with the Securities and Exchange Commission on February 19, 2016
Registration No. 333-201930
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
___________________
QLOGIC CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
___________________
Delaware | 33-0537669 |
(State or Other Jurisdiction of Incorporation) | (IRS Employer Identification No.) |
26650 Aliso Viejo Parkway
Aliso Viejo, California 92656
(Address, Including Zip Code, of Principal Executive Offices)
___________________
QLogic Corporation
2014 New-Hire Performance Incentive Plan
(Full Titles of the Plans)
___________________
Michael L. Hawkins
Vice President, General Counsel and Secretary
QLogic Corporation
26650 Aliso Viejo Parkway
Aliso Viejo, California 92656
(949) 389-6000
(Name, Address and Telephone Number, Including Area Code, of Agent for Service)
COPY TO:
Mark D. Peterson, Esq.
O’Melveny & Myers LLP
610 Newport Center Drive, 17th Floor
Newport Beach, CA 92660
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer þ | | Accelerated filer o | | Non-accelerated filer o | | Smaller reporting company o |
DEREGISTRATION OF SECURITIES
Pursuant to a Registration Statement on Form S-8 (Registration No. 333-201930) filed with the Securities and Exchange Commission on February 6, 2015 (the “Registration Statement”), QLogic Corporation (the “Company”) registered 3,000,000 shares of its common stock, par value $0.001 per share (“Common Stock”) for issuance upon the exercise and payment of awards granted under the QLogic Corporation 2014 New-Hire Performance Incentive Plan (the “Plan”). All awards granted under the Plan have been exercised or paid or have expired. Pursuant to this Post-Effective Amendment to the Registration Statement, the Company hereby removes from registration any and all remaining unissued shares of Common Stock registered for issuance under the Plan pursuant to the Registration Statement.
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2
SIGNATURES
Pursuant to the requirements of the Securities Act, 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 Aliso Viejo, State of California, on February 18, 2016.
| | | QLOGIC CORPORATION |
| | | |
| | By: | /s/ Jean Hu |
| | | Jean Hu |
| | | Acting Chief Executive Officer, Senior Vice President and Chief Financial Officer |
Signature | Title | Date |
/s/ Jean Hu Jean Hu | Acting Chief Executive Officer, Senior Vice President and Chief Financial Officer (Principal Executive Officer and Principal Financial and Accounting Officer) | February 18, 2016 |
/s/ Christine King Christine King | Executive Chairman and Chairman of the Board | February 18, 2016 |
/s/ John T. Dickson John T. Dickson | Director | February 18, 2016 |
/s/ Balakrishnan S. Iyer Balakrishnan S. Iyer | Director | February 18, 2016 |
/s/ D. Scott Mercer D. Scott Mercer | Director | February 18, 2016 |
/s/ Jay A. Rossiter Jay A. Rossiter | Director | February 18, 2016 |
/s/ George D. Wells George D. Wells | Director | February 18, 2016 |
/s/ William M. Zeitler William M. Zeitler | Director | February 18, 2016 |
