Post-Effective Amendment No. 1

 As filed with the Securities and Exchange Commission on August 7, 2015

Registration No. 333-182009

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

______________________

Post-Effective Amendment No. 1
to

FORM S-8

REGISTRATION STATEMENT

Under

the Securities Act of 1933

 

______________________

CLEAN DIESEL TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

______________________

 

 

 

 

 

 

Delaware

 

1621 Fiske Place

Oxnard, California 93033

 

06-1393453

(State or other jurisdiction of
incorporation or organization)

 

(Address of registrant’s principal executive
offices, including zip code)

 

(I.R.S. Employer
Identification Number)

 

New Employee Inducement Award Nonqualified Stock Option

 (Full title of the plan)

 

______________________

David E. Shea

Chief Financial Officer and Treasurer

1621 Fiske Place

Oxnard, California 93033

(805) 639-9458

(Name, address, and telephone number 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.

 

 

 

 

 

 

 

 

Large Accelerated Filer

 

¨

  

Accelerated Filer

  

¨

 

 

 

 

Non-Accelerated Filer

 

¨  (Do not check if a smaller reporting company.)

  

Smaller reporting company

  

þ

 

______________________

 

 

 


 

 

DEREGISTRATION OF SECURITIES

This Post-Effective Amendment No. 1 (this “Post-Effective Amendment”) relates to the registration statement on Form S-8, Registration No. 333-182009 (the “Registration Statement”), pertaining to registration of 176,676 shares of common stock, par value $0.01 per share, of Clean Diesel Technologies, Inc. (the “Company”) issuable pursuant to the New Employee Inducement Award Nonqualified Stock Option (the “Option”). As of the date hereof, 97,172 shares of the Company’s common stock have been issued pursuant to the Option. The Option has terminated and as a result, the Company is filing this Post-Effective Amendment to deregister the remaining 79,504 shares of its common stock previously registered on the above-referenced Registration Statement that remain unissued as of the date of this Post-Effective Amendment.

 


 

 

 

 

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 Oxnard, State of California, on this 7th day of August, 2015.

 

 

 

 

CLEAN DIESEL TECHNOLOGIES, INC.

 

 

By:

 

/s/ Christopher J. Harris

 

 

Christopher J. Harris

 

 

President and Chief Executive Officer

 

 

(Principal Executive Officer)

 

 

 

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.

 

 

 

 

 

 

Signature

  

Title

  

Date

 

 

 

/s/ Christopher J. Harris

Christopher J. Harris

  

Chief Executive Officer

(Principal Executive Officer)

  

August 7, 2015

 

 

 

/s/ David E. Shea

David E. Shea

  

Chief Financial Officer

(Principal Financial and Accounting Officer)

  

August 7, 2015

 

 

 

/s/ Charles R. Engles, Ph.D.

Charles R. Engles, Ph.D.

  

Chairman

  

August 7, 2015

 

 

 

/s/ Matthew Beale

Matthew Beale

  

Director

  

August 7 2015

 

 

 

/s/ Dr. Till Becker

Dr. Till Becker

  

Director

  

August 7, 2015

 

 

 

/s/ Lon E. Bell, Ph.D.

Lon E. Bell, Ph.D.

  

Director

  

August 7, 2015

 

 

 

/s/ Bernard H. Cherry

Bernard H. Cherry

  

Director

  

August 7, 2015

 

 

 

/s/ Mungo Park

Mungo Park

  

Director

  

August 7, 2015