-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MtxplW7I+KDofKS2f62NcGLPimOm4+0BU1uEqq5gy3jDn7inVYmOh+mI3BBAhJe2 g9yuI+0rVM4vgartoYSG0w== 0000893220-07-003341.txt : 20071012 0000893220-07-003341.hdr.sgml : 20071012 20071012151114 ACCESSION NUMBER: 0000893220-07-003341 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20071012 DATE AS OF CHANGE: 20071012 EFFECTIVENESS DATE: 20071012 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEOWARE INC CENTRAL INDEX KEY: 0000894743 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPUTERS [3571] IRS NUMBER: 232705700 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 333-107974 FILM NUMBER: 071169489 BUSINESS ADDRESS: STREET 1: 3200 HORIZON DR CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 BUSINESS PHONE: 6102778300 MAIL ADDRESS: STREET 1: 3200 HORIZON DR CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 FORMER COMPANY: FORMER CONFORMED NAME: NEOWARE SYSTEMS INC DATE OF NAME CHANGE: 19980928 FORMER COMPANY: FORMER CONFORMED NAME: HDS NETWORK SYSTEMS INC DATE OF NAME CHANGE: 19950313 FORMER COMPANY: FORMER CONFORMED NAME: INFORMATION SYSTEMS ACQUISITION CORP DATE OF NAME CHANGE: 19930108 S-8 POS 1 w40241esv8pos.htm POST-EFFECTIVE AMENDMENT NO. 2 NEOWARE, INC., 333-107974 sv8pos
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As filed with the Securities and Exchange Commission on October 12, 2007.
Registration No. 333- 107974
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
POST-EFFECTIVE AMENDMENT NO. 2 TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
 
NEOWARE, INC.
(Exact Name of Registrant as Specified in Its Charter)
     
     
Delaware   23-2705700
(State or Other Jurisdiction of   (I.R.S. Employer
Incorporation or Organization)   Identification No.)
3200 Horizon Drive
King of Prussia
Pennsylvania 19406
(610) 277-8300

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)
1995 STOCK OPTION PLAN 
(Full Title of the Plan)
Charles N. Charnas
President and Secretary
3000 Hanover Street
Palo Alto, California 94304
(650) 857-1501
(Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service)
 
 

 


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SIGNATURES


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RECENT EVENTS: DEREGISTRATION
     The Registration Statement on Form S-8 (Registration No. 333-107974) (the “Registration Statement”) of Neoware, Inc., a Delaware corporation (“Neoware”), pertaining to the registration of common stock to be offered under the Neoware 1995 Stock Option Plan, to which this Post-Effective Amendment No. 2 relates, was originally filed with the Securities Exchange Commission on August 14, 2003.
     On July 23, 2007, Neoware entered into that certain Agreement and Plan of Merger, with Hewlett-Packard Company and Narwhal Acquisition Corporation (“Merger Sub”) (the “Merger Agreement”). Under the terms of the Merger Agreement, Merger Sub merged with and into Neoware (the “Merger”) on September 30, 2007 at 11:59 p.m. (the “Effective Time”), and each option exercisable to purchase shares of Neoware’s common stock that was outstanding at the Effective Time was converted into the right to receive $16.25 less the applicable exercise price in respect of each share of common stock underlying such option.
     As a result of the Merger, Neoware hereby removes from registration any and all of its shares of common stock originally reserved for issuance under the stock option plan listed above and registered under the Registration Statement which were unissued at the Effective Time.

 


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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 Palo Alto, state of California, on the 12th day of October, 2007.
         
  NEOWARE, INC.
 
 
  By:   /s/ Charles N. Charnas    
    Charles N. Charnas, President and Secretary   
       
 
     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.
             
By:
  /s/ Charles N. Charnas       Date: October 12, 2007
 
           
 
  Charles N. Charnas, Director        
 
           
By:
  /s/ Lester D. Ezrati       Date: October 12, 2007
 
           
 
  Lester D. Ezrati, Director        
 
           
By:
  /s/ Catherine A. Lesjak       Date: October 12, 2007
 
           
 
  Catherine A. Lesjak, Director        

 

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