As filed with the Securities and Exchange Commission on February 22, 2023.
Registration No. 333-225718
Registration No. 333-224140
Registration No. 333-190688
Registration No. 333-168977
Registration No. 333-130600
Registration No. 333-125713
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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POST-EFFECTIVE AMENDMENT NO. 1 TO
Form S-8 Registration Statement No. 333-225718
POST-EFFECTIVE AMENDMENT NO. 1 TO
Form S-8 Registration Statement No. 333-224140
POST-EFFECTIVE AMENDMENT NO. 1 TO
Form S-8 Registration Statement No. 333-190688
POST-EFFECTIVE AMENDMENT NO. 1 TO
Form S-8 Registration Statement No. 333-168977
POST-EFFECTIVE AMENDMENT NO. 1 TO
Form S-8 Registration Statement No. 333-130600
POST-EFFECTIVE AMENDMENT NO. 1 TO
Form S-8 Registration Statement No. 333-125713
UNDER THE SECURITIES ACT OF 1933
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LHC GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)
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Delaware |
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71-0918189 |
(State or Other Jurisdiction of |
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(I.R.S. Employer |
Incorporation or Organization) |
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Identification No.) |
901 Hugh Wallis Road South
Lafayette, LA 70508
(337) 233-1307
(Address of Principal Executive Offices, Including Zip Code and Telephone Number)
LHC Group, Inc. 2018 Incentive Plan
Almost Family, Inc. 2007 Stock and Incentive Compensation Plan
Almost Family, Inc. 2013 Stock and Incentive Compensation Plan
Amended and Restated LHC Group, Inc. 2006 Employee Stock Purchase Plan
LHC Group, Inc. 2010 Long-Term Incentive Plan
LHC Group, Inc. 2005 Incentive Plan
(Full Title of the Plans)
Keith G. Myers Chief Executive Officer LHC Group, Inc. 901 Hugh Wallis Road South Lafayette, LA 70508 (337) 233-1307 (Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service) |
Copy to: John B. Shannon |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 □ (Do not check if a smaller reporting company) |
Smaller reporting company □ |
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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. □
TERMINATION OF REGISTRATION
LHC Group, Inc., a Delaware corporation (the “Registrant”), is filing these post-effective amendments (these “Post-Effective Amendments”) to the following Registration Statements on Form S-8 (collectively, the “Registration Statements”) to withdraw and deregister any and all unissued and unsold securities and obligations of the Registrant that had been registered but remain unsold or otherwise unissued under such Registration Statements as of the date hereof:
On February 22, 2023, as previously announced, Lightning Merger Sub Inc. (“Merger Sub”), a wholly owned subsidiary of UnitedHealth Group Incorporated (“Parent”), merged with and into the Registrant (the “Merger”), with the Registrant surviving the Merger as a wholly owned subsidiary of Parent, pursuant to an Agreement and Plan of Merger dated as of March 28, 2022, by and among the Registrant, Parent and Merger Sub. As a result of the Merger, the Registrant has terminated any and all offers and sales of its securities pursuant to the Registration Statements. In accordance with an undertaking made by the Registrant in its Registration Statements to remove from registration, by means of post-effective amendments, any securities of the Registrant that remain unsold at the termination of the offers and sales of such securities, the Registrant hereby removes from registration any and all securities registered under the Registration Statements that remained unsold as of the date hereof.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, 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 this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Lafayette, State of Louisiana, on February 22, 2023.
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LHC Group, Inc. |
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By: |
/s/Joshua L. Proffitt |
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Joshua L. Proffitt |
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Chief Executive Officer |
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No other person is required to sign these Post-Effective Amendments to the Registration Statements in reliance upon Rule 478 under the Securities Act of 1933.