UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-212773
Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-201053
Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-212127
Post-Effective Amendment No. 3 to Form S-8 Registration Statement No. 033-49907
Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-155386
REGISTRATION STATEMENT ON FORM S-8
UNDER
THE SECURITIES ACT OF 1933
ASHLAND GLOBAL HOLDINGS INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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81-2587835 |
(State or other jurisdiction of incorporation or organization) |
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(IRS Employer Identification No.) |
50 E. RiverCenter Boulevard
Covington, Kentucky 41011
(Address of principal registered offices) (Zip Code)
INDUCEMENT RESTRICTED STOCK AWARD (WULFSOHN)
INDUCEMENT RESTRICTED STOCK AWARD (MEIXELSPERGER)
HERCULES INCORPORATED AMENDED AND RESTATED LONG TERM INCENTIVE COMPENSATION PLAN
HERCULES INCORPORATED OMNIBUS EQUITY COMPENSATION PLAN FOR NON-EMPLOYEE DIRECTORS
ASHLAND INC. LEVERAGED EMPLOYEE STOCK OWNERSHIP PLAN
HERCULES INCORPORATED 1993 NON-EMPLOYEE DIRECTOR STOCK ACCUMULATION DEFERRED COMPENSATION PLAN
(Full title of the Plan)
Peter J. Ganz, Esq.
Senior Vice President, General Counsel and Secretary
50 E. RiverCenter Boulevard
Covington, Kentucky 41011
(Name and address of agent for service)
(859) 815-3333
(Telephone number, including area code, of agent for service)
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
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Large accelerated filer |
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Accelerated filer |
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Non-accelerated filer |
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☐ (Do not check if a smaller reporting company) |
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Smaller reporting company |
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This Post-Effective Amendment relates to the deregistration of certain Common Stock (as defined below) that was registered under the following Registration Statements on Form S-8 (collectively, the “Registration Statements”) of Ashland Global Holdings Inc. (the “Company”):
File No. 333-212773, pertaining to the registration of 570 shares of common stock with a par value of $0.01 per share of the Company (the “Common Stock”), related to the Inducement Restricted Stock Award Agreements with William A. Wulfsohn and Mary Meixelsperger (collectively, the “Inducement Plans”), which were both filed with the Securities and Exchange Commission (the “SEC”) on July 29, 2016, as amended by Post-Effective Amendment No. 1 filed on September 20, 2016. The Company is no longer issuing securities under the Inducement Plans.
File No. 333-201053, pertaining to the registration of 50,000 shares of Common Stock related to the Inducement Restricted Stock Award Agreement entered into by William A. Wulfsohn and the Company (the “Wulfsohn Plan”), which was initially filed with the SEC on December 18, 2014, as amended by Post-Effective Amendment No. 1 filed on September 20, 2016. The Company is no longer issuing securities under the Wulfsohn Plan.
File No. 333-212127, pertaining to the registration of 4,500 shares of Common Stock related to the Inducement Restricted Stock Award Agreement entered into by Mary Meixelsperger and the Company (the “Meixelsperger Plan”), which was filed with the SEC on June 20, 2016, as amended by Post-Effective Amendment No. 1 filed on September 20, 2016. The Company is no longer issuing securities under the Meixelsperger Plan.
File No. 033-49907, pertaining to the registration of 10,280,022 shares of Common Stock related to the Ashland Inc. Leveraged Employee Stock Ownership Plan (the “LESOP”), which was originally filed with the SEC on August 5, 1993, as amended by Post-Effective Amendment No. 1 filed on August 9, 2005 and by Post-Effective Amendment No. 2 filed on September 20, 2016. The Company is no longer issuing securities under the LESOP.
File No. 333-155386, pertaining to the registration of 1,000,000 shares of Common Stock related to the Hercules Incorporated Amended and Restated Long Term Incentive Compensation Plan, the Hercules Incorporated Omnibus Equity Compensation Plan for Non-Employee Directors, and the Hercules Incorporated 1993 Non-Employee Director Stock Accumulation Deferred Compensation Plan (collectively, the “Hercules Plans”), which was filed with the SEC on November 14, 2008, as amended by Post-Effective Amendment No. 1 filed on September 20, 2016. The Company is no longer issuing securities under the Hercules Plans.
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. Exhibits.
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 Covington, Commonwealth of Kentucky, on this 11th day of June, 2018.
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ASHLAND GLOBAL HOLDINGS INC. |
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(Registrant) |
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By: |
/s/ Peter J. Ganz |
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Name: |
Peter J. Ganz |
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Title: |
Senior Vice President, General Counsel and Secretary |
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Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated:
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Date |
* William A. Wulfsohn |
Chairman of the Board, Chief Executive Officer and Director (Principal Executive Officer)
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January 25, 2018 |
* J. Kevin Willis |
Senior Vice President and Chief Financial Officer (Principal Financial Officer) |
January 25, 2018 |
* J. William Heitman
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Vice President and Controller (Principal Accounting Officer) |
January 25, 2018 |
* Brendan M. Cummins |
Director |
January 25, 2018 |
* William G. Dempsey
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Director
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January 25, 2018 |
* Jay V. Ihlenfeld
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Director |
January 25, 2018 |
* Susan L. Main
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Director |
January 25, 2018 |
* Jerome A. Peribere
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Director |
January 25, 2018 |
* Barry W. Perry
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Director |
January 25, 2018 |
* Mark C. Rohr
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Director |
January 25, 2018 |
* Janice J. Teal
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Director |
January 25, 2018 |
* Michael J. Ward
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Director |
January 25, 2018 |
* Kathleen Wilson-Thompson |
Director |
January 25, 2018 |
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The undersigned, by signing his name hereto, executes this Post-Effective Amendment pursuant to a power of attorney executed by the above-named persons and filed with the Securities and Exchange Commission as an Exhibit to this Registration Statement. |
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/s/ Peter J. Ganz |
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Peter J. Ganz |
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Attorney-in-Fact |
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June 11, 2018 |