As filed with the Securities and Exchange Commission on December 4, 1998.
Registration No. 33-41543
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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
SIERRA HEALTH SERVICES, INC.
(Exact name of registrant as specified in its charter)
NEVADA
(State or other jurisdiction of incorporation or organization)
88-0200415
(I.R.S. Employer Identification No.)
2724 North Tenaya Way
Las Vegas, Nevada 89128
(Address, including zip code, of Principal Executive Offices)
SIERRA HEALTH SERVICES, INC.
1986 STOCK OPTION PLAN
(Full title of the plan)
Frank E. Collins, Esquire
General Counsel
Sierra Health Services, Inc.
2724 North Tenaya Way
Las Vegas, Nevada 89128
(702) 242-7000
(Name, address and telephone number, including area code, of agent for service)
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By the filing of this Post-Effective Amendment No. 1 to the registration
statement on Form S-8, Registration No. 33-41543 (the "Registration Statement")
of Sierra Health Services, Inc. (the "Company"), the Company hereby deregisters
174,131 shares of Common Stock, $.005 par value per share, the offer and sale of
which pursuant to the Company's 1986 Stock Option Plan (the "Plan") were
registered under the Registration Statement, as originally filed with the
Commission on July 3, 1991. The 174,131 shares being deregistered hereby
represent part but not all of the 1,250,000 shares originally covered by the
Registration Statement, and are being deregistered in connection with the
transfer of such unused shares to the Company's registration statement on Form
S-8, being filed contemporaneously herewith, relating to the 1995 Long-Term
Incentive Plan, as amended and restated and certain other plans. After giving
effect to the deregistration of shares by this Post-Effective Amendment, 409,524
shares will remain registered and unsold under the Registration Statement (based
on Plan information as of July 31, 1998). All share figures relating to the
Registration Statement and this Post-Effective Amendment have been adjusted to
include shares which became issuable under the Plan as a result of stock splits
and stock dividends or similar transactions, since the original filing of the
Registration Statement, in accordance with the anti-dilution provisions of the
Plan and Rule 416(a) under the Securities Act of 1933, as amended.
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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 Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Las Vegas, Nevada, on November 11, 1998.
SIERRA HEALTH SERVICES, INC.
By: /s/ Anthony M. Marlon, M.D.
Anthony M. Marlon, M.D.
Chairman of the Board and
Chief Executive Officer
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 dates indicated.
/s/ Anthony M. Marlon, M.D. Chairman of the Board, November 11, 1998
Anthony M. Marlon, M.D. Chief Executive Officer,
and Director (principal executive officer)
/s/ Erin E. MacDonald President and Director November 11, 1998
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Erin E. MacDonald
/s/ Paul H. Palmer Acting Chief Financial November 11, 1998
Paul H. Palmer Officer (principal financial officer
and accounting officer)
/s/ Thomas Y. Hartley Director November 11, 1998
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Thomas Y. Hartley
/s/ William J. Raggio Director November 11, 1998
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William J. Raggio
/s/ Charles L. Ruthe Director November 11, 1998
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Charles L. Ruthe
II - 1
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