UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-212773

Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-201053

Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-212127

Post-Effective Amendment No. 3 to Form S-8 Registration Statement No. 033-49907

Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-155386

 

REGISTRATION STATEMENT ON FORM S-8

UNDER

THE SECURITIES ACT OF 1933

 

ASHLAND GLOBAL HOLDINGS INC.

(Exact name of registrant as specified in its charter)

   

50 E. RiverCenter Boulevard

Covington, Kentucky 41011

(Address of principal registered offices) (Zip Code)

INDUCEMENT RESTRICTED STOCK AWARD (WULFSOHN)

INDUCEMENT RESTRICTED STOCK AWARD (MEIXELSPERGER)

HERCULES INCORPORATED AMENDED AND RESTATED LONG TERM INCENTIVE COMPENSATION PLAN

HERCULES INCORPORATED OMNIBUS EQUITY COMPENSATION PLAN FOR NON-EMPLOYEE DIRECTORS

ASHLAND INC. LEVERAGED EMPLOYEE STOCK OWNERSHIP PLAN

HERCULES INCORPORATED 1993 NON-EMPLOYEE DIRECTOR STOCK ACCUMULATION DEFERRED COMPENSATION PLAN

(Full title of the Plan)

Peter J. Ganz, Esq.

Senior Vice President, General Counsel and Secretary

50 E. RiverCenter Boulevard

Covington, Kentucky 41011

(Name and address of agent for service)

(859) 815-3333

(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 or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

 

 

 

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EXPLANATORY NOTE

This Post-Effective Amendment relates to the deregistration of certain Common Stock (as defined below) that was registered under the following Registration Statements on Form S-8 (collectively, the “Registration Statements”) of Ashland Global Holdings Inc. (the “Company”):

File No. 333-212773, pertaining to the registration of 570 shares of common stock with a par value of $0.01 per share of the Company (the “Common Stock”), related to the Inducement Restricted Stock Award Agreements with William A. Wulfsohn and Mary Meixelsperger (collectively, the “Inducement Plans”), which were both filed with the Securities and Exchange Commission (the “SEC”) on July 29, 2016, as amended by Post-Effective Amendment No. 1 filed on September 20, 2016. The Company is no longer issuing securities under the Inducement Plans.

File No. 333-201053, pertaining to the registration of 50,000 shares of Common Stock related to the Inducement Restricted Stock Award Agreement entered into by William A. Wulfsohn and the Company (the “Wulfsohn Plan”), which was initially filed with the SEC on December 18, 2014, as amended by Post-Effective Amendment No. 1 filed on September 20, 2016. The Company is no longer issuing securities under the Wulfsohn Plan.

File No. 333-212127, pertaining to the registration of 4,500 shares of Common Stock related to the Inducement Restricted Stock Award Agreement entered into by Mary Meixelsperger and the Company (the “Meixelsperger Plan”), which was filed with the SEC on June 20, 2016, as amended by Post-Effective Amendment No. 1 filed on September 20, 2016. The Company is no longer issuing securities under the Meixelsperger Plan.

File No. 033-49907, pertaining to the registration of 10,280,022 shares of Common Stock related to the Ashland Inc. Leveraged Employee Stock Ownership Plan (the “LESOP”), which was originally filed with the SEC on August 5, 1993, as amended by Post-Effective Amendment No. 1 filed on August 9, 2005 and by Post-Effective Amendment No. 2 filed on September 20, 2016. The Company is no longer issuing securities under the LESOP.

File No. 333-155386, pertaining to the registration of 1,000,000 shares of Common Stock related to the Hercules Incorporated Amended and Restated Long Term Incentive Compensation Plan, the Hercules Incorporated Omnibus Equity Compensation Plan for Non-Employee Directors, and the Hercules Incorporated 1993 Non-Employee Director Stock Accumulation Deferred Compensation Plan (collectively, the “Hercules Plans”), which was filed with the SEC on November 14, 2008, as amended by Post-Effective Amendment No. 1 filed on September 20, 2016.  The Company is no longer issuing securities under the Hercules Plans.

 

 

 

 

 

 

 

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PART II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 8.  Exhibits.

 

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 Post-Effective Amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Covington, Commonwealth of Kentucky, on this 11th day of June, 2018.

 

 

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Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated: 

 

 

 

Exhibit 24.1

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned Directors and Officers of ASHLAND GLOBAL HOLDINGS INC., a Delaware corporation (the “Corporation”), hereby constitutes and appoints WILLIAM A. WULFSOHN, PETER J. GANZ, MICHAEL S. ROE AND JENNIFER I. HENKEL, and each of them, his or her true and lawful attorneys-in-fact and agents, with full power to act without the others, as attorneys-in-fact on behalf of the undersigned and in the undersigned’s name, place and stead, as a Director or an Officer of the Corporation: (i) to sign any post-effective amendment (each, a “Post-Effective Amendment”) to any existing registration statement of the Corporation under the Securities Act of 1933, as amended, on Form S-8 (each, an “Existing Registration Statement”), any amendments thereto, and all further post-effective amendments and supplements to any such Post-Effective Amendment to de-register the offer or sale of securities under certain benefit plans, incentive plans and inducement awards registered under existing registration statements; and (ii) to file any Post-Effective Amendment and any and all amendments and supplements thereto, with any exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, in each case, in such forms as they or any one of them may approve, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done to the end that such Post-Effective Amendment and related Existing Registration Statement shall comply with the Securities Act of 1933, as amended, and the applicable Rules and Regulations adopted or issued pursuant thereto, as fully and to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them or their substitute or resubstitute, may lawfully do or cause to be done by virtue hereof. This Power of Attorney may be signed in any number of counterparts, each of which shall constitute an original and all of which, taken together, shall constitute one Power of Attorney.

Dated: January 25, 2018