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S-8 Filing
Acutus Medical (AFIB) S-8Registration of securities for employees
Filed: 1 Feb 22, 5:21pm
As filed with the Securities and Exchange Commission on February 1, 2022
Registration No. 333- [●]
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
ACUTUS MEDICAL, INC.
(Exact Name of Registrant as specified in its charter)
Delaware | 3841 | 45-1306615 |
(State or other jurisdiction of incorporation or organization) | (Primary Standard Industrial Classification Code Number) | (I.R.S. Employer Identification No.) |
2210 Faraday Ave., Suite 100 Carlsbad, CA 92008 |
(Address, including zip code, and telephone number, including area code, of Principal Executive Offices) |
Acutus Medical, Inc. 2020 Equity Incentive Plan Acutus Medical, Inc. 2020 Employee Stock Purchase Plan |
(Full title of the plans) |
Vince Burgess Chief Executive Officer Acutus Medical, Inc. 2210 Faraday Ave., Suite 100 Carlsbad, CA 92008 (442) 232-6080 |
(Name, address and telephone number, including area code, of agent for service) |
Copies to: | ||
Alan F. Denenberg Stephen Salmon Davis Polk & Wardwell LLP 1600 El Camino Real Menlo Park, CA 94025 (650) 752-2000 | Tom Sohn Senior Vice President, General Counsel & Secretary Acutus Medical, Inc. 2210 Faraday Ave., Suite 100 Carlsbad, CA 92008 (442) 232-6080 |
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.
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. ☐
REGISTRATION OF ADDITIONAL SHARES PURSUANT TO GENERAL INSTRUCTION E
Pursuant to General Instruction E to Form S-8, the Registrant is filing this Registration Statement with the U.S. Securities and Exchange Commission (the “Commission”) to register additional shares of the Registrant’s Common Stock for issuance under the 2020 Equity Incentive Plan and the 2020 Employee Stock Purchase Plan, pursuant to the provisions of such plans that provide for automatic annual increases in the number of shares reserved for issuance thereunder. This Registration Statement hereby incorporates by reference the contents of the Registrant’s registration statement on Form S-8 filed with the Commission on August 6, 2020 (File No. 333-241143) and March 29, 2021 (File No. 333-254799) to the extent not superseded hereby.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Carlsbad, State of California, on February 1, 2022.
ACUTUS MEDICAL, INC. | |||
By: | /s/ Vince Burgess | ||
Vince Burgess | |||
President, Chief Executive Officer and Director |
Know all persons by these presents, that each person whose signature appears below, constitutes and appoints each of Vince Burgess, Gary W. Doherty and Tom Sohn as his or her true and lawful attorney-in-fact and agent, upon the action of such appointee, with full power of substitution and resubstitution, to do any and all acts and things and execute, in the name of the undersigned, any and all instruments which each of said attorneys-in-fact and agents may deem necessary or advisable in order to enable Acutus Medical, Inc. to comply with the Securities Act, and any requirements of the Commission in respect thereof, in connection with the filing with the Commission of this Registration Statement under the Securities Act, including specifically but without limitation, power and authority to sign the name of the undersigned to such Registration Statement, and any amendments to such Registration Statement (including post-effective amendments), and to file the same with all exhibits thereto and other documents in connection therewith, with the Commission, to sign any and all applications, registration statements, notices or other documents necessary or advisable to comply with applicable state securities laws, and to file the same, together with other documents in connection therewith with the appropriate state securities authorities, granting unto each of said attorneys-in-fact and agents full power and authority to do and to perform each and every act and thing requisite or necessary to be done in and about the premises, as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that each of said attorneys-in-fact and agents may lawfully 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 and on the dates indicated:
Signature | Title | Date | ||
/s/ Vince Burgess Vince Burgess | President, Chief Executive Officer and Director (Principal Executive Officer) | February 1, 2022 | ||
/s/ David H. Roman David H. Roman | Chief Financial Officer (Principal Financial and Accounting Officer) | February 1, 2022 | ||
/s/ R. Scott Huennekens R. Scott Huennekens | Chairman of the Board | February 1, 2022 | ||
/s/ David Bonita David Bonita, M.D. | Director | February 1, 2022 | ||
/s/ Andrew ElBardissi Andrew ElBardissi, M.D. | Director | February 1, 2022 | ||
/s/ Jim Hinrichs Jim Hinrichs | Director | February 1, 2022 | ||
/s/ Shaden Marzouk Shaden Marzouk | Director | February 1, 2022 | ||
/s/ Daniella Cramp Daniella Cramp | Director | February 1, 2022 | ||
/s/ Niamh Pellegrini Niamh Pellegrini | Director | February 1, 2022 | ||
/s/ John Sheridan John Sheridan | Director | February 1, 2022 | ||