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Share Name | Share Symbol | Market | Type |
---|---|---|---|
ViacomCBS Inc | NASDAQ:VIAC | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 29.58 | 29.62 | 29.64 | 0 | 01:00:00 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
FORM S-8
REGISTRATION STATEMENT
under
THE SECURITIES ACT OF 1933
______________________
PARAMOUNT GLOBAL
(Exact name of registrant as specified in its charter)
Delaware | 04-2949533 |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
1515 Broadway, New York, New York | 10036 |
(Address of Principal Executive Offices) | (Zip Code) |
______________________
Paramount Global Excess 401(k) Plan (fka ViacomCBS Excess 401(k) Plan)
Paramount Global Excess 401(k) Plan for Designated Senior Executives (fka ViacomCBS Excess 401(k) Plan for Designated Senior Executives)
Paramount Global Bonus Deferral Plan (fka ViacomCBS Bonus Deferral Plan)
Paramount Global Bonus Deferral Plan for Designated Senior Executives (fka ViacomCBS Bonus Deferral Plan for Designated Senior Executives)
(Full title of the plan)
______________________
Christa A. D’Alimonte
Executive Vice President, General Counsel and Secretary
Paramount Global
1515 Broadway
New York, New York 10036
(212) 258-6000
(Name, address, including zip code, and telephone number, including area code, of agent for service)
______________________
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 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 whether 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 Registration Statement has been filed for the purpose of registering an additional $150,000,000 of unsecured obligations of the Company to pay deferred compensation in the future (“Deferred Compensation Obligations”) in accordance with the terms of the Paramount Global Excess 401(k) Plan (fka ViacomCBS Excess 401(k) Plan), Paramount Global Excess 401(k) Plan for Designated Senior Executives (fka ViacomCBS Excess 401(k) Plan for Designated Senior Executives), Paramount Global Bonus Deferral Plan (fka ViacomCBS Bonus Deferral Plan) and Paramount Global Bonus Deferral Plan for Designated Senior Executives (fka ViacomCBS Bonus Deferral Plan for Designated Senior Executives) (collectively, the “Plans”), which are in addition to the $100,000,000 in Deferred Compensation Obligations registered on each of the registrant’s Registration Statements on Form S-8 filed with the Commission on December 21, 2001 and December 11, 2006 (Reg. No. 333-75752 and Reg. No. 333-139248, respectively) and the $200,000,000 in Deferred Compensation Obligations registered on the registrant’s Registration Statement on Form S-8 filed with the Commission on December 5, 2013 (Reg. No. 333-192673) (the “2013 Statement”). Pursuant to General Instruction E to Form S-8, the contents of the 2013 Statement are incorporated by reference herein and made a part of this Registration Statement, except as superseded by corresponding exhibits as presented below in Part II, Item 8. Exhibits.
Part
II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. | Exhibits. |
* Filed herewith |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended (the “Securities Act”), 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 New York, State of New York, on October 7, 2022.
PARAMOUNT GLOBAL
| |||
By: | /s/ Christa A. D’Alimonte | ||
Name: Christa A. D’Alimonte | |||
Title: Executive Vice President, General Counsel and Secretary
|
Pursuant to the requirements of the Securities Act, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
Signature | Title | Date | |
Principal Executive Officer | |||
/s/ Robert M. Bakish | President, Chief Executive Officer and Director | October 7, 2022 | |
Robert M. Bakish | |||
Principal Financial and Accounting Officers | |||
/s/ Naveen Chopra | Executive Vice President, Chief Financial Officer | October 7, 2022 | |
Naveen Chopra | |||
/s/ Katherine M. Gill-Charest | Executive Vice President, Controller & Chief Accounting Officer | October 7, 2022 | |
Katherine M. Gill-Charest | |||
Directors | |||
* | Director | October 7, 2022 | |
Candace K. Beinecke | |||
* | Director | October 7, 2022 | |
Barbara M. Byrne | |||
* | Director | October 7, 2022 | |
Linda M. Griego | |||
* | Director | October 7, 2022 | |
Robert N. Klieger | |||
* | Director | October 7, 2022 | |
Judith A. McHale | |||
* | Director | October 7, 2022 | |
Ronald L. Nelson |
* | Director | October 7, 2022 | |
Charles E. Phillips, Jr. | |||
* | Non-Executive Chair of the Board of Directors | October 7, 2022 | |
Shari E. Redstone | |||
* | Director | October 7, 2022 | |
Susan Schuman | |||
* | Director | October 7, 2022 | |
Nicole Seligman | |||
* | Director | October 7, 2022 | |
Frederick O. Terrell |
*By: |
/s/ Christa A. D’Alimonte | ||
Christa A. D’Alimonte | |||
Attorney-in-Fact |
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