SEC Form S-8 POS filed by Berkshire Hathaway Inc.
Registration No. 333-232424
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
BERKSHIRE HATHAWAY INC.
(Exact name of registrant as specified in its charter)
| Delaware | 47-0813844 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
3555 Farnam Street
Omaha, Nebraska 68131
(Address of Principal Executive Offices)
R.C. Willey Home Furnishings Combined Retirement Investment Savings Plan
(Full title of the plan)
Marc D. Hamburg
Berkshire Hathaway Inc.
3555 Farnam Street
Omaha, Nebraska 68131
(Name and address of agent for service)
(402) 346-1400
(Telephone number, including area code, of agent for service)
Copy To:
Jennifer M. Broder, Esq.
Baker & McKenzie LLP
10250 Constellation Blvd.
Los Angeles, California 90067
(310) 201-4728
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.
EXPLANATORY NOTE
Berkshire Hathaway Inc. (“Registrant”) filed the following registration statement with the U.S. Securities and Exchange Commission (“Commission”):
| 1. | Registration Statement No. 333-232424, registering 100,000 shares of Class B Common Stock, $0.0033 par value, of the Registrant (the “Shares”), filed on June 28, 2019, and issuable under the R.C. Willey Home Furnishings Combined Retirement Investment Savings Plan (the “Plan”). |
Shares are no longer being offered to participants in the Plan. Pursuant to the undertaking in Item 9 of Registration Statement No. 333-232424, the Registrant hereby removes from registration, by means of this Post-Effective Amendment No. 1, any registered Shares that were unsold at the termination of the offering.
| Item 8. | Exhibits |
| Exhibit No. |
||
| 24.1 | Power of Attorney (incorporated by reference to Exhibit 24 to the Registrant’s Registration Statement on Form S-8 filed with the Securities and Exchange Commission on June 28, 2019). | |
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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 registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Omaha, Nebraska, on December 23, 2025.
| BERKSHIRE HATHAWAY INC. |
| /s/ Marc D. Hamburg |
| Marc D. Hamburg |
| Senior Vice President and Chief Financial Officer |
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Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.
| SIGNATURE |
TITLE |
DATE | ||
| * |
Chairman of the Board and Director and Chief Executive Officer | December 23, 2025 | ||
| Warren E. Buffett | (principal executive officer) | |||
| /s/ Marc D. Hamburg |
Senior Vice President and Chief Financial Officer | December 23, 2025 | ||
| Marc D. Hamburg | (principal financial officer) | |||
| * |
Vice President and Controller | December 23, 2025 | ||
| Daniel J. Jaksich | (principal accounting officer) | |||
| * |
Director and Vice Chairman – Non-Insurance Operations | December 23, 2025 | ||
| Gregory E. Abel | ||||
| * |
Director | December 23, 2025 | ||
| Howard G. Buffett | ||||
| * |
Director | December 23, 2025 | ||
| Stephen B. Burke | ||||
| * |
Director | December 23, 2025 | ||
| Susan L. Decker | ||||
| * |
Director | December 23, 2025 | ||
| Charlotte Guyman | ||||
| * |
Director and Vice Chairman – Insurance Operations | December 23, 2025 | ||
| Ajit Jain | ||||
| * |
Director | December 23, 2025 | ||
| Meryl B. Witmer | ||||
| *By: | /s/ Marc D. Hamburg | |
| Marc D. Hamburg | ||
| Senior Vice President and Chief Financial Officer |
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