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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Portillos Inc | NASDAQ:PTLO | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-1.58 | -12.99% | 10.55 | 10.55 | 10.61 | 11.89 | 10.3301 | 11.50 | 5,539,238 | 21:47:36 |
As filed with the Securities and Exchange Commission on November 5, 2021
Registration No. 333-260396
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
Portillos Inc.
(Exact name of registrant as specified in its charter)
Delaware | 87-1104304 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
|
2001 Spring Road, Suite 400 Oak Brook, IL |
60523 | |
(Address of Principal Executive Offices) | (Zip Code) |
Portillos, Inc. 2021 Equity Incentive Plan
(Full title of the plan)
Susan B. Shelton
General Counsel and Secretary
2001 Spring Road, Suite 400
Oak Brook, IL 60523
(630) 354-3773
(Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service of Process)
Copies to:
Alexander D. Lynch
Merritt S. Johnson
Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153
(212) 310-8000 (Phone)
(212) 310-8007 (Fax)
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of large accelerated filer, accelerated filer, smaller reporting company, and emerging growth company in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer | ☒ | Smaller reporting company | ☐ | |||
Emerging growth company | ☒ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
EXPLANATORY NOTE
This Post-Effective Amendment No. 1 relates to the Registrants Registration Statement on Form S-8 (File No. 333-260396), initially filed by the Registrant on October 21, 2021 (the Registration Statement). The Registrant is filing this Post-Effective Amendment No. 1 for the sole purpose of correcting the allocation of all shares of the Registrants Class A common stock registered pursuant to the Registration Statement to the Portillos Inc. 2021 Equity Incentive Plan (the 2021 Plan). The Registration Statement incorrectly indicated that 6,416,865 shares of Class A common stock would be allocated and available for issuance under the 2014 Equity Incentive Plan (the 2014 Plan). However, in connection with the Registrants initial public offering, each outstanding option previously granted under the 2014 Plan was substituted for an option to purchase a number of shares of the Registrants Class A common stock under the 2021 Plan. Therefore, all 13,564,914 shares of Class A common stock registered pursuant to the Registration Statement should be allocated to the 2021 Plan. The total number of shares registered is unchanged and the requisite filing fee has been fully paid.
This Post-Effective Amendment No. 1 does not modify any provision of Part I or Part II of the Registration Statement other than as set forth below.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. |
Exhibits. |
The exhibits to this Registration Statement are listed in the Exhibit Index below and are incorporated by reference herein.
Exhibit Index
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 Post-Effective Amendment No. 1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Oak Brook, State of Illinois, on November 5, 2021.
PORTILLOS INC. | ||
By: |
/s/ Michelle Hook |
|
Name: | Michelle Hook | |
Title: | Chief Financial Officer |
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities indicated on November 5, 2021.
Signature |
Title |
|
* Michael Osanloo |
President, Chief Executive Officer and Director (Principal Executive Officer) |
|
/s/ Michelle Hook Michelle Hook |
Chief Financial Officer and Treasurer (Principal Financial Officer and Principal Accounting Officer) |
|
* Ann Bordelon |
Director | |
* Noah Glass |
Director | |
* Gerard J. Hart |
Director | |
* Richard K. Lubin |
Director | |
* Joshua A. Lutzker |
Director | |
* Michael A. Miles, Jr. |
Director |
*By: |
/s/ Michelle Hook |
|
Name: | Michelle Hook | |
Title: | Attorney-in-fact |
1 Year Portillos Chart |
1 Month Portillos Chart |
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