SEC Form S-8 POS filed by Spark Networks SE

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON September 15, 2023

Registration No. 333-222277

Registration No. 333-224719

Registration No. 333-255204

 

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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

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POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-222277

POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-224719

POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-255204

UNDER

THE SECURITIES ACT OF 1933

 

Spark Networks SE

(Exact Name of Registrant as Specified in Its Charter)

Kohlfurter Straße 41/43

Berlin Germany 10999

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (+49) 30 868000

N/A

(Former name or former address, if changed since last report.)

 

Spark Networks SE Virtual Stock Option Plan

Spark Networks, Inc. 2007 Omnibus Incentive Plan

2018 Spark Networks SE Virtual Stock Option Plan

2020 Spark Networks SE Long Term Incentive Plan

(Full title of the plan)

 

Copy to:

James W. McKenzie, Jr.

Morgan, Lewis & Bockius LLP

1701 Market St.

Philadelphia, PA 19103

(215) 963-5000

Fax: (215)-963-5001

 

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. (Check one):

 

 

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

 

Spark Networks SE, (the “Company”) files this Post-Effective Amendment No. 1 to the registration statements on Form S-8 listed below (collectively, the “Registration Statements”), which have been previously filed with the Securities and Exchange Commission (the “SEC”), to deregister any remaining unsold shares of the Company’s ordinary shares, no par value (the “Securities”) that were registered for issuance under the Registration Statements.

 

 

 

 

 

The offerings of the Securities pursuant to the Registration Statements have been terminated, and the Company hereby removes from registration all of the unsold Securities registered under the Registration Statements.

SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, as amended, Spark Networks SE 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 Statements to be signed on its behalf by the undersigned, thereunto duly authorized, in Berlin, Germany on September 15, 2023.

 

 

No other person is required to sign this Post-Effective Amendment No. 1 to the Registration Statements in reliance on Rule 478 under the Securities Act.