Registration No. 333-32435 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 IMAGE GUIDED TECHNOLOGIES, INC. (Exact name of registrant as specified in its charter) COLORADO 84-1139082 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 5710-B FLATIRON PARKWAY BOULDER, COLORADO 80301 (Address, including zip code of Principal Executive Offices) IMAGE GUIDED TECHNOLOGIES, INC. STOCK OPTION AGREEMENT FOR PAUL L. RAY IMAGE GUIDED TECHNOLOGIES, INC. EMPLOYEE STOCK PURCHASE PLAN (Full Title of the Plans) Stephen Si Johnson, President Image Guided Technologies, Inc. 2725 Fairfield Road Kalamazoo, Michigan 49002 (616) 385-2600 (Name, address and telephone number, including area code, of agent for service) -------------------- DEREGISTRATION OF COMMON STOCK On July 30, 1997, Image Guided Technologies, Inc. (the "Company") filed a Registration Statement on Form S-8, Registration No. 333-32435 (the "Registration Statement"), for the sale of 931,118 shares of Common Stock, no par value (the "Common Stock") of the Company under the Company's 1994 Stock Option Plan and the Company's 1997 Stock Option Plan (the "Plans"). On August 16, 2000, the shareholders of the Company approved and adopted an Agreement and Plan of Merger, dated as of June 1, 2000 (the "Agreement") by and among the Company, Stryker Corporation ("Stryker") and IGT Acquisition Co, a wholly-owned subsidiary of Stryker ("IGT Acquisition"), and on August 16, 2000, IGT Acquisition merged with and into the Company and the Company became a wholly-owned subsidiary of Stryker. This Post-Effective Amendment No. 1 to the Registration Statement is being filed to deregister all of the unsold shares of Common Stock formerly issuable under the Plans and registered under the Registration Statement, constituting 231,730 shares. 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 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Kalamazoo, State of Michigan, on November 1, 2000. IMAGE GUIDED TECHNOLOGIES, INC. By: /s/ John W. Brown ----------------------------- John W. Brown Chairman of the Board PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THIS POST-EFFECTIVE AMENDMENT NO. 1 TO THE REGISTRATION STATEMENT HAS BEEN SIGNED BELOW BY THE FOLLOWING PERSONS IN THE CAPACITIES AND ON THE DATES INDICATED. Signatures Title Date ---------- ----- ---- /s/ John W. Brown Chairman of the Board and November 1, 2000 - ------------------------ Director (Principal John W. Brown Executive Officer) /s/ David J. Simpson Vice President, Secretary and November 1, 2000 - ------------------------ Director (Principal Financial David J. Simpson and Accounting Officer) 2