Post-effective Amendment to an S-8 Filing (s-8 Pos)
13 March 2014 - 7:11AM
Edgar (US Regulatory)
As Filed with the Securities and Exchange Commission on March 12, 2014
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Registration No. 333-189770
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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
ProUroCare Medical Inc.
(Exact name of registrant as specified in its charter)
Nevada
(State or other jurisdiction
of incorporation or organization)
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20-1212923
(I.R.S. Employer
Identification No.)
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6440 Flying Cloud Drive, Suite 101
Eden Prairie, MN 55344
(Address of Principal Executive Offices, Including Zip Code)
2012 STOCK PLAN
(Full title of plan(s))
Alan Shuler
Chief Financial Officer
ProUroCare Medical Inc.
6400 Flying Cloud Dr., STE 101
Eden Prairie, MN 55344
(952) 476-9093
(Name, address and telephone number,
including area code, of agent for service)
Copy to:
Timothy S. Hearn
Dorsey & Whitney LLP
50 South 6
th
Street, Suite 1500
Minneapolis, MN 55402-1498
(612) 340-2600
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):
Large accelerated filer
o
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Accelerated filer
o
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Non-accelerated filer
o
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Smaller reporting company
x
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(Do not check if a
smaller reporting company)
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EXPLANATORY NOTE DEREGISTRATION OF SECURITIES
On July 2, 2013, ProUroCare Medical Inc., a Nevada corporation (the Company), filed a Registration Statement on Form S-8 with the Securities and Exchange Commission (
Registration No. 333-189770) (the Registration Statement) registering 500,000 shares of the Companys common stock, par value $0.00001 per share (the Common Stock), to be offered and sold pursuant to the 2012 Stock Plan.
The Company is filing this Post-Effective Amendment No. 1 to Form S-8 Registration Statement to deregister and remove from registration all of the previously registered shares of Common Stock that remain unissued and unsold under the Registration Statement as of the date hereof.
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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 Registration Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Eden Prairie, State of Minnesota, on this 12th day of March, 2014.
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PROUROCARE MEDICAL INC.
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By:
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/s/ Stanton D. Myrum
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Name:
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Stanton D. Myrum
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Title:
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Chief Executive Officer and Director
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Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to Registration Statement on Form S-8 has been signed by the following persons in the capacities and on the date indicated.
Signature
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Title
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Date
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/s/ Stanton D. Myrum
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Chief Executive Officer and Director
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March 12, 2014
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Stanton D. Myrum
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(Principal Executive Officer)
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/s/ Alan G. Shuler
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Chief Financial Officer
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March 12, 2014
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Alan G. Shuler
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(Principal Financial and Accounting Officer)
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/s/ James L. Davis
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Chairman and Director
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March 12, 2014
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James L. Davis
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/s/ Scott E. Smith
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Director
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March 12, 2014
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Scott E. Smith
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/s/ David Kaysen
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Director
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March 12, 2014
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David Kaysen
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