As filed with the Securities and Exchange Commission on May 10, 1999
Registration No. 333-45589
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
SOFTNET SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
Delaware 11-1817252
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
650 Townsend Street, San Francisco, California 94103
(Address of principal executive offices) (Zip Code)
1995 Long Term Incentive Plan
(Full title of the Plans)
Dr. Lawrence B. Brilliant
Chairman of the Board and Chief Executive Officer
SOFTNET SYSTEMS, INC.
650 Townsend Street, San Francisco, California
94103 (Name and address of agent for
service)
(415) 365-2500
(Telephone number, including area code, of agent for service)
This Post-Effective Amendment No. 1 to the Registration Statement shall
hereafter become effective in accordance with the provisions of Section 8(c) of
the Securities Act of 1933, as amended.
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RE-INCORPORATION
On February 4, 1998 SoftNet Systems, Inc., a New York Corporation (the
"Predecessor Issuer") filed a Registration Statement on Form S-8, Registration
Number 333-45589. SoftNet Systems, Inc., a Delaware Corporation which is the
successor to the Predecessor Issuer, hereby adopts pursuant to Rule 414(d) of
the Securities Act of 1933 the Registration Statement No. 333-45589 of the
Predecessor Issuer for all purposes of the Securities Act of 1933 and the
Securities Exchange Act of 1934.
RE-ALLOCATION
On February 4, 1998 Registrant registered 1,525,952 shares of Common
Stock were registered for issuance under the SoftNet Systems, Inc. 1995 Long
Term Incentive Plan (the "1995 Plan") and Employee Stock Option Plan on a Form
S-8 Registration Statement with the Securities Exchange Commission, Registration
Number 333-45589. 1,350,068 shares of such registered Common Stock were
transferred from the 1995 Plan to the SoftNet Systems, Inc. 1998 Stock Incentive
Plan (the "Successor Plan"), which is the successor to the 1995 Plan. Therefore,
Registrant is hereby re-allocating 1,350,068 of the previously registered shares
under the 1995 Plan to the Successor Plan, with such re-allocation to be
effective immediately upon the filing of this Post-Effective Amendment.
Registrant will re-register those 1,350,068 shares under the Successor Plan on a
new Form S-8 Registration Statement. No further option grants or stock issuances
will be made under the 1995 Plan.
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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 City of San Francisco, State of California, on
this 7th day of May, 1999.
SOFTNET SYSTEMS, INC.
By: /s/ Dr. Lawrence B. Brilliant
------------------------------------
Dr. Lawrence B. Brilliant
Chairman and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, as
amended, this Post-Effective Amendment No. 1 to the Registration Statement has
been signed below by the following persons in the capacities and on the dates
indicated.
Signatures Title Date
- ----------------------------- --------------------------- -------------
/s/Dr. Lawrence B. Brilliant
- -----------------------------
Dr. Lawrence B. Brilliant Chairman of the Board and May 7, 1999
Chief Executive Officer
/s/ Ronald I. Simon
- -----------------------------
Ronald I. Simon Vice Chairman of the Board May 7, 1999
/s/ Ian B. Aaron
- -----------------------------
Ian B. Aaron Director and President May 7, 1999
/s/ Douglas S. Sinclair
- -----------------------------
Douglas S. Sinclair Chief Financial Officer May 7, 1999
/s/ Edward A. Bennett
- -----------------------------
Edward A. Bennett Director May 7, 1999
/s/ Sean P. Doherty
- -----------------------------
Sean P. Doherty Director May 7, 1999
/s/ Robert C. Harris, Jr.
- -----------------------------
Robert C. Harris, Jr. Director May 7, 1999