SEC Form S-8 POS filed by Charah Solutions Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM S-8/A REGISTRATION STATEMENT NO. 333-260221

Charah Solutions, Inc.

(Exact name of registrant as specified in its charter)

Charah Solutions, Inc. 2018 Omnibus Incentive Plan

(Full title of the plan)

Jonathan T. Batarseh

President and Chief Executive Officer

12601 Plantside Dr.

Louisville, KY 40299

(Name and address of agent for service)

Copies to:

Steve Brehm

Vice President of Legal Affairs and Secretary

12601 Plantside Dr.

Louisville, KY 40299

and

Kimberly J. Pustulka

Benjamin L. Stulberg

901 Lakeside Avenue

Cleveland, Ohio 44114

Tel.: 216-586-3939

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. ☐

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EXPLANATORY NOTE

DEREGISTRATION OF SECURITIES

 

Charah Solutions, Inc., a Delaware corporation (the “Registrant”), is filing this Post-Effective Amendment No. 1 on Form S-8 (the “Post-Effective Amendment”) to deregister any and all securities (including plan interests) that remain unissued or unsold under the Registrant’s Registration Statement on Form S-8 (No. 333-260221) (the “Registration Statement”) relating specifically to the Charah Solutions, Inc. 2018 Omnibus Incentive Plan (the “Plan”). The Registration Statement registered 2,000,000 additional shares of common stock, par value $0.01 per share (“Common Stock”), on October 13, 2021 for a total number of 5,006,582 authorized shares for the Plan, plus an indeterminate amount of plan interests, to be offered and sold pursuant to the Plan. The offering pursuant to the Plan has concluded and, accordingly, this Post-Effective Amendment to the Registration Statement is being filed in order to deregister all securities specifically attributable to the Plan that were registered under the Registration Statement and remain unissued or unsold under the Plan.

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 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of  Redwood City, State of California, on July 13, 2023.

 

Pursuant to the requirements of the Securities Act, this Post-Effective Amendment has been signed by the following persons in the capacities and on the dates indicated.

 

Pursuant to the requirements of the Securities Act of 1933, the trustees (or other persons who administer the Plan referenced herein) have duly caused this Post-Effective Amendment to be signed on their behalf by the undersigned, thereunto duly authorized, in the City of Redwood City, State of California, on July 13, 2023.