SPEEDWAY MOTORSPORTS, INC. 2004 STOCK INCENTIVE PLAN
AMENDED AND RESTATED FEBRUARY 10, 2009
SPEEDWAY MOTORSPORTS, INC. 2008 FORMULA RESTRICTED STOCK PLAN
FOR NON-EMPLOYEE DIRECTORS
AMENDED AND RESTATED APRIL 17, 2012
SPEEDWAY MOTORSPORTS, INC. 2013 STOCK INCENTIVE PLAN
AMENDED AND RESTATED APRIL 19, 2017
SPEEDWAY MOTORSPORTS, INC. 2018 FORMULA RESTRICTED STOCK PLAN
FOR NON-EMPLOYEE DIRECTORS
SPEEDWAY MOTORSPORTS, INC. EMPLOYEE STOCK PURCHASE PLAN
AMENDED AND RESTATED MARCH 1, 2004
SPEEDWAY MOTORSPORTS, INC. FORMULA STOCK OPTION PLAN
(Full title of the plan)
Marcus G. Smith
President and Chief Executive Officer
Speedway Motorsports, LLC
5555 Concord Parkway South
Concord, North Carolina 28207
(Name and Address of Agent for Service)
(704) 532-3320
(Telephone Number, Including Area Code, of Agent for Service)
Copies to:
Richard W. Viola
Rakesh Gopalan
McGuireWoods LLP
201 North Tryon Street
Suite 3000
Charlotte, North Carolina 28202
(Name and address 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 the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer
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Accelerated filer
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Non-accelerated filer
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Smaller reporting company
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Emerging growth company
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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 Securities Act. ☐
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment relates to the following registration statements of Speedway Motorsports, LLC, a North Carolina limited liability company (the “Company”), on Form S-8 (collectively, the “Registration Statements”) (note that the share numbers listed below do not take into account corporate actions, such as stock splits, taken in the interim):
1. Registration Statement No. 333-224402, registering 250,000 shares of Company common stock, $0.01 par value per share (“Common Stock”), issuable under the Speedway Motorsports, Inc. 2018 Formula Restricted Stock Plan for Non-Employee Directors, as previously filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 23, 2018;
2. Registration Statement No. 333-190374, registering 3,500,000 shares of Common Stock issuable under the Speedway Motorsports, Inc. 2013 Stock Incentive Plan, as previously filed with the SEC on August 5, 2013;
3. Registration Statement No. 333-181127, registering 150,000 shares of Common Stock issuable under the Speedway Motorsports, Inc. 2008 Formula Restricted Stock Plan for Non-Employee Directors, as amended and restated effective as of April 17, 2012, as previously filed with the SEC on May 3, 2012;
4. Registration Statement No. 333-150418, registering 100,000 shares of Common Stock issuable under the Speedway Motorsports, Inc. 2008 Formula Restricted Stock Plan for Non-Employee Directors, as previously filed with the SEC on April 24, 2008;
5. Registration Statement No. 333-114969, registering 400,000 shares of Common Stock issuable under the Speedway Motorsports, Inc. Employee Stock Purchase Plan, as amended and restated effective as of March 1, 2004, as previously filed with the SEC on April 28, 2004;
6. Registration Statement No. 333-114965, registering 2,500,000 shares of Common Stock issuable under the Speedway Motorsports, Inc. 2004 Stock Incentive Plan, as previously filed with the SEC on April 28, 2004;
7. Registration Statement No. 333-69618, registering 200,000 shares of Common Stock issuable under the Speedway Motorsports, Inc. Employee Stock Purchase Plan, as amended and restated effective as of May 3, 2000, as previously filed with the SEC on September 19, 2001;
8. Registration Statement No. 333-49027, as amended, registering 900,000 shares of Common Stock issuable under the Speedway Motorsports, Inc. Formula Stock Option Plan, as previously filed with the SEC on March 31, 1998; and
9. Registration Statement No. 333-17687, registering 200,000 shares of Common Stock issuable under the Speedway Motorsports, Inc. Employee Stock Purchase Plan, as previously filed with the SEC on December 12, 1996.
On September 17, 2019, pursuant to an Agreement and Plan of Merger, dated as of July 23, 2019, among the Company, Sonic Financial Corporation, a North Carolina corporation (“Parent”), and Speedco, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Purchaser”), Purchaser merged with and into the Company, with the Company surviving the merger (the “Merger”). In connection with the Merger, the Company terminated all offerings of the Company’s securities pursuant to the Registration Statements. In accordance with an undertaking made by the Company in the Registration Statements to remove from registration, by means of a post-effective amendment, any of the securities that had been registered for issuance that remain unsold at the termination of the offerings, the Company hereby removes from registration all of such securities of the Company registered but unsold under the Registration Statements, if any.
This Post-Effective Amendment to the Registration Statements is being filed solely for the purpose of deregistering any and all securities previously registered under the Registration Statements that remain unsold.