Registration No. 333-______
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Globalstar, Inc.
(Exact name of registrant as specified in its charter)
| | | | | | | | |
| Delaware | | 41-2116508 |
(State or Other Jurisdiction of
Incorporation or Organization) | | (I.R.S. Employer
Identification No.) |
1351 Holiday Square Blvd.
Covington, Louisiana 70433
(Address of principal executive offices) (Zip code)
Globalstar, Inc.
Third Amended and Restated Globalstar, Inc. 2006 Equity Incentive Plan
(Full title of the plan)
Rebecca S. Clary
Chief Financial Officer
Globalstar, Inc.
1351 Holiday Square Blvd.
Covington, Louisiana 70433
(985) 335-1500
(Name, address and 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, 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. (Check one):
| | | | | | | | | | | | | | |
| Large accelerated filer | ☒ | | Accelerated filer | ☐ |
| Non-accelerated filer | ☐ | | Smaller reporting company | ☐ |
| | | 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. ☐
______________________________________________________________________________________________________
EXPLANATORY NOTE
This registration statement on Form S-8 registers an additional 20,000,000 shares of the Common Stock of Globalstar, Inc. which may be issued pursuant to the Third Amended and Restated Globalstar, Inc. 2006 Equity Incentive Plan (the “Plan”). Previous registration statements on Form S-8 registered 1,200,000 shares (File No. 333-138590), 600,000 shares (File No. 333-145283), 1,673,858 shares (File No. 333-149747), 3,000,000 shares (File No. 333-150871), 2,732,117 shares (File No. 333-156884), 10,000,000 shares (File No. 333-161510), 5,487,680 shares (File No. 333-165444), 5,813,653 shares (File No. 333-173218), 5,943,516 shares (File No. 333-180178), 7,081,715 shares (File No. 333-188538), 10,717,669 shares (File No. 333-196327) and 28,935,673 shares (File No. 333-235505) of Common Stock under the Plan. The contents of those registration statements are incorporated herein by reference except to the extent an item is restated below.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. Exhibits.
SIGNATURE
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 registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Covington, State of Louisiana, as of May 18, 2023.
GLOBALSTAR, INC.
By: /s/ Rebecca S. Clary
Rebecca S. Clary
Chief Financial Officer
SIGNATURES AND POWER OF ATTORNEY
The officers and directors of Globalstar, Inc. whose signatures appear below, hereby constitute and appoint James Monroe III and Rebecca S. Clary, and each of them, their true and lawful attorneys and agents, with full power of substitution, each with power to act alone, to sign and execute on behalf of the undersigned any amendment or amendments to this registration statement on Form S‑8, and each of the undersigned does hereby ratify and confirm all that each said attorney and agent, or his substitute, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities indicated as of May 18, 2023.
| | | | | | | | | | | |
| Signature | | Title |
| | | |
| /s/ David B. Kagan | | Chief Executive Officer |
| David B. Kagan | | (Principal Executive Officer) |
| | | |
| /s/ Rebecca S. Clary | | Chief Financial Officer |
| Rebecca S. Clary | | (Principal Financial and Accounting Officer) |
| | | |
| /s/ James Monroe III | | |
| James Monroe III | | Director |
| | | |
| /s/ William A. Hasler | | |
| William A. Hasler | | Director |
| | | |
| /s/ James F. Lynch | | |
| James F. Lynch | | Director |
| | | |
| /s/ Michael J. Lovett | | |
| Michael J. Lovett | | Director |
| | | |
| /s/ Keith O. Cowan | | |
| Keith O. Cowan | | Director |
| | | |
| /s/ Benjamin G. Wolff | | |
| Benjamin G. Wolff | | Director |
| | | |
| /s/ Timothy E. Taylor | | |
| Timothy E. Taylor | | Director |
