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As filed with the Securities and Exchange Commission on May 17, 1999
Registration No. 33-89464
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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
STB SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
TEXAS 76-1855896
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3400 WATERVIEW PARKWAY
RICHARDSON, TEXAS 75080
(Address of Principal Executive Offices) (Zip Code)
STB SYSTEMS, INC. STOCK OPTION PLAN FOR NON-EMPLOYEE DIRECTORS
(Full Title of the Plan)
WILLIAM E. OGLE
CHIEF EXECUTIVE OFFICER
STB SYSTEMS, INC.
3400 WATERVIEW PARKWAY
RICHARDSON, TEXAS 75080
(972) 234-8750
(Name, address and telephone number, including area code, of agent for service)
WITH COPIES TO:
JOHN MCKNIGHT, ESQ.
LOCKE LIDDELL & SAPP LLP
2200 ROSS AVENUE, SUITE 2200
DALLAS, TEXAS 75201
(214) 740-8000
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STB SYSTEMS, INC.
Deregistration of Unissued Shares of Common Stock
Pursuant to its Registration Statement on Form S-8 (No. 33-89464) (the
"Registration Statement"), STB Systems, Inc., a Texas corporation (the
"Company"), registered 225,000 shares of its common stock, $.01 par value per
share, (as adjusted for a three-for-two stock split on July 17, 1997 and a
three-for-two stock split on February 20, 1998) (the "Common Stock"), for
issuance under the Company's Stock Option Plan for Non-Employee Directors.
This Post-Effective Amendment No. 1 is being filed solely for the
purpose of removing from registration 225,000 shares of Common Stock
relating to the shares that were registered but not issued as of May 12, 1999,
the effective date of the merger of the Company with and into 3Dfx Interactive,
Inc. Accordingly, the Company hereby removes from registration such 225,000
shares of Common Stock.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Company
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 Richardson, State of Texas, on May 12, 1999.
STB Systems, Inc.
By: /s/ WILLIAM E. OGLE
--------------------------------------
William E. Ogle,
Chairman of the Board of Directors and
Chief Executive Officer
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Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment to the Registration Statement has been signed by the
following persons in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
SIGNATURES TITLE DATE
---------- ----- ----
<S> <C> <C>
/s/ WILLIAM E. OGLE Chief Executive Officer and
- -------------------------------------------- Chairman of the Board (Principal May 12, 1999
William E. Ogle Executive Officer)
* Executive Vice President, Chief
- -------------------------------------------- Operating Officer, Assistant May 12, 1999
Randall D. Eisenbach Secretary and Director
* Chief Financial Officer, Vice
- -------------------------------------------- President of Strategic Marketing May 12, 1999
James L. Hopkins and Director (Principal Financial
Officer)
* Vice President of Administration
- -------------------------------------------- General Counsel, Secretary and May 12, 1999
Bryan F. Keyes Treasurer
/s/ T. GREG DEWITT Director of Accounting
- -------------------------------------------- (Principal Accounting Officer) May 12, 1999
T. Greg Dewitt
* Vice President of Sales and
- -------------------------------------------- Marketing and Director May 12, 1999
J. Shane Long
* Director
- -------------------------------------------- May 12, 1999
James J. Byrne
/s/ DENNIS G. SABO Director
- -------------------------------------------- May 12, 1999
Dennis G. Sabo
* Director
- -------------------------------------------- May 12, 1999
Lawrence E. Wesneski
</TABLE>
*By: /s/ WILLIAM E. OGLE
- --------------------------------------------
William E. Ogle,
Attorney-in-Fact
