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As filed with the Securities and Exchange Commission on October 8, 1996
Registration Statement No. 333-13587
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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
--------------------------
FERROFLUIDICS CORPORATION
(Exact name of Registrant as specified in its charter)
MASSACHUSETTS 02-0275185
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
40 SIMON STREET
NASHUA, NEW HAMPSHIRE 03061
(Address of principal executive offices)
FERROFLUIDICS CORPORATION AMENDED AND RESTATED
1995 STOCK OPTION AND INCENTIVE PLAN
FERROFLUIDICS CORPORATION AMENDED AND RESTATED
1995 NON-QUALIFIED STOCK OPTION PLAN
FERROFLUIDICS CORPORATION AMENDED AND RESTATED
1994 RESTRICTED STOCK PLAN
(Full title of the Plan)
-------------------------------
PAUL F. AVERY, JR.
Chairman of the Board and Treasurer
SALVATORE J. VINCIGUERRA
President and Chief Executive Officer
FERROFLUIDICS CORPORATION
40 Simon Street
Nashua, New Hampshire 03061
(Name and address of agent for service)
(603) 883-9800
(Telephone number, including area code, of agent for service)
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Copy to:
STUART M. CABLE, ESQ.
GOODWIN, PROCTER & HOAR LLP
Exchange Place
53 State Street
Boston, Massachusetts 02109
(617) 570-1000
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, 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 Nashua, State of New Hampshire, on this 7th day of
October, 1996.
FERROFLUIDICS CORPORATION
By: /s/ Salvatore J. Vinciguerra
-------------------------------------
Salvatore J. Vinciguerra
President and Chief Executive Officer
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned officers and
directors of Ferrofluidics Corporation hereby severally constitute Paul F.
Avery, Jr. and Salvatore J. Vinciguerra and each of them singly, our true and
lawful attorneys with full power to them, and each of them singly, to sign for
us and in our names in the capacities indicated below, the Registration
Statement filed herewith and any and all amendments to said Registration
Statement (or any registration statement for the same offering that is to be
effective upon filing pursuant to Rule 462(b) under the Securities Act of 1933),
and generally to do all such things in our names and in our capacities as
officers and directors to enable Ferrofluidics Corporation to comply with the
provisions of the Securities Act of 1933, and all requirements of the Securities
and Exchange Commission, hereby ratifying and confirming our signatures as they
may be singed by our said attorneys, or any of them, to said Registration
Statement and any all amendments thereto.
<TABLE>
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the date indicated.
<CAPTION>
Signature Title Date
- --------- ----- ----
<S> <C> <C>
/s/ Salvatore J. Vinciguerra President and Chief Executive October 7, 1996
- ------------------------------- Officer (Principal Executive
Salvatore J. Vinciguerra Officer)
/s/ Paul F. Avery, Jr.
- ------------------------------- Chairman of the Board and October 7, 1996
Paul F. Avery, Jr. Treasurer
/s/ William B. Ford
- ------------------------------- Vice President and Chief October 7, 1996
William B. Ford Financial Officer (Principal
Financial Officer)
/s/ Stephen P. Morin
- ------------------------------- Controller (Principal October 7, 1996
Stephen P. Morin Accounting Officer)
/s/ Stephen B. Hazard
- ------------------------------- Director October 7, 1996
Stephen B. Hazard
/s/ Dennis R. Stone
- ------------------------------- Director October 7, 1996
Dennis R. Stone
/s/ Howard F. Nichols
- ------------------------------- Director October 7, 1996
Howard F. Nichols
/s/ Robert P. Rittereiser
- ------------------------------- Director October 7, 1996
Robert P. Rittereiser
/s/ Dean Kamen
- ------------------------------- Director October 7, 1996
Dean Kamen
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