SEC Form S-8 POS filed by PetIQ Inc.

As filed with the Securities and Exchange Commission on October 25, 2024

Registration No. 333-265825

Registration No. 333-231795

Registration No. 333-223635

Registration No. 333-219455

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

 POST-EFFECTIVE AMENDMENT NO. 1 TO: 

Form S-8 Registration Statement No. 333-265825 

Form S-8 Registration Statement No. 333-231795 

Form S-8 Registration Statement No. 333-223635 

Form S-8 Registration Statement No. 333-219455 

UNDER  

THE SECURITIES ACT OF 1933

PETIQ, INC.  

(Exact name of registrant as specified in its charter)

PetIQ, Inc. Amended and Restated 2017 Omnibus Incentive Plan 

PetIQ, Inc. 2018 Inducement and Retention Stock Plan for CVC Employees

PetIQ, Inc. 2017 Omnibus Incentive Plan

(Full title of the plan)

McCord Christensen 

Chief Executive Officer

PetIQ, Inc.

230 E. Riverside Dr. 

Eagle, ID 83616 

(Name and address of agent for service)

(280) 939-8900 

(Telephone number, including area code, of agent for service)

Copies To:

William J. Chudd, Esq. 

Darren M. Schweiger, Esq. 

Davis Polk & Wardwell LLP 

450 Lexington Avenue 

New York, NY 10017

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.

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. ¨

DEREGISTRATION OF SECURITIES

These Post-Effective Amendments (collectively, the “Post-Effective Amendments”) relate to the following Registration Statements of PetIQ, Inc. (the “Company”) on Form S-8 (each, a “Registration Statement” and collectively, the “Registration Statements”):

Effective as of October 25, 2024, as contemplated by the Agreement and Plan of Merger, dated as of August 7, 2024, by and among the Company, Gula Buyer Inc., a Delaware corporation (“Parent”), Gula Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), Merger Sub merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent (the “Merger”).

As a result of the Merger, the Company has terminated any and all offerings of the Company's securities pursuant to the Registration Statements. In accordance with the undertakings made by the Company in the Registration Statements to remove from registration, by means of a post-effective amendment, any of the Company's securities that remain unsold or not yet issued at the termination of the offering, the Company hereby removes from registration any and all such securities of the Company registered under the Registration Statements that remain unsold or not yet issued as of the effectiveness of the Merger on October 25, 2024 and to terminate the effectiveness of the Registration Statements. Each Registration Statement is hereby amended, as appropriate, to reflect the deregistration of such securities.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, and Rule 478 thereunder, the Company 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 the Post-Effective Amendments to be signed on its behalf by the undersigned, thereunto duly authorized, in Eagle, Idaho, on October 25^th, 2024.

NOTE: No other person is required to sign these Post-Effective Amendments in reliance upon Rule 478 under the Securities Act of 1933, as amended.