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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
Form S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
MOLEX INCORPORATED
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation or organization)
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36-2369491
(I.R.S. Employer
Identification No.) |
2222 Wellington Court, Lisle, Illinois 60532
(Address and Zip Code of Principal Executive Offices)
2005 Molex Employee Stock Award Plan
(Full title of the plan)
Mark R. Pacioni
Corporate Secretary
Molex Incorporated
2222 Wellington Court
Lisle, Illinois 60532
(Name and address of agent for service)
(630) 969-4550
(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 þ
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Accelerated filer o
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Non-accelerated filer o
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Smaller reporting company o |
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(Do not check if a smaller reporting company) |
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EXPLANATORY NOTE
By means of this Post-Effective Amendment No. 1 to Form S-8 Registration Statement No.
333-129559, originally filed with the Securities and Exchange Commission on November 8, 2005 (the
2005 Registration Statement), the Registrant hereby deregisters 190,239 shares of its Class A
Common Stock, par value $0.05 per
share, which were previously registered for the 2005 Molex Employee Stock Award Plan (the
2005 Stock Award Plan) on the 2005 Registration Statement.
The Registrant is amending its 2008 Molex Stock Incentive Plan (the 2008 Plan) effective as
of April 30, 2011 to supersede and replace the 2005 Stock Award Plan by merging the 2005 Stock
Award Plan with and into the 2008 Plan. Accordingly, the Registrant hereby deregisters the 190,239
shares that have not been and will not be issued under the 2005 Stock Award Plan, but which will
instead become available for issuance under the 2008 Plan (the Carryover Shares).
Contemporaneously with the filing of this Post-Effective Amendment No. 1 to the 2005 Registration
Statement, the Registrant is filing a Registration Statement on Form S-8 with the Securities and
Exchange Commission to register the Carryover Shares authorized for issuance pursuant to the 2008
Plan.
Except to the extent stated herein, the 2005 Registration Statement as originally filed is not
otherwise affected by this Post-Effective Amendment No. 1 to the 2005 Registration Statement.
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 No. 1 to this Registration Statement to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of Lisle, State of Illinois,
on the 4th day of May, 2011.
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MOLEX INCORPORATED |
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By:
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/s/ MARK R. PACIONI
Mark R. Pacioni
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Corporate Secretary |
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Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective
Amendment No. 1 to this Registration Statement has been signed by the following persons in the
capacities indicated below on the 4th day of May, 2011.
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Signature |
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Title |
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*
Frederick A. Krehbiel
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Co-Chairman of the Board |
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*
John H. Krehbiel, Jr.
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Co-Chairman of the Board |
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/s/ Martin P. Slark
Martin P. Slark
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Vice Chairman of the Board and Chief Executive Officer
(Principal Executive Officer) |
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*
David D. Johnson
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Executive Vice President, Treasurer and Chief Financial Officer
(Principal Financial Officer) |
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/s/ K. Travis George
K. Travis George
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Vice President, Finance, Micro Products Division and Chief Accounting Officer
(Principal Accounting Officer) |
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Michael J. Birck
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Director |
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Michelle L. Collins
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Director |
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Anirudh Dhebar
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Director |
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Edgar D. Jannotta
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Director |
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Fred L. Krehbiel
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Director |
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David L. Landsittel
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Director |
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Joe W. Laymon
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Director |
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Donald G. Lubin
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Director |
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James S. Metcalf
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Director |
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Robert J. Potter
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Director |
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*By:
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/s/ Martin P. Slark
Martin P. Slark
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Attorney-in-Fact |
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