Registration
No. 333-
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
UNDER
THE
SECURITIES ACT OF 1933
Equitable Holdings, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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90-0226248
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification Number)
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1290 Avenue of the Americas
New York, New York 10104
(212) 554-1234
(Address, including Zip Code, and Telephone Number, including Area Code of Registrants Principal Executive Office)
EQUITABLE HOLDINGS, INC. 2019 OMNIBUS INCENTIVE PLAN
(Full title of the plan)
Dave S. Hattem, Esq.
Senior Executive Vice President, Chief Legal Officer and Secretary
1290 Avenue of the Americas
New York, New York 10104
(212) 554-1234
(Name, address and telephone number of agent for service)
With a copy to:
John Schwolsky
Willkie
Farr & Gallagher LLP
787 Seventh Avenue
New York, New York 10019
(212) 728-8000
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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☒
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Accelerated filer
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☐
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Non-accelerated filer
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☐
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Smaller reporting company
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☐
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Emerging growth company
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☐
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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 the Securities Act. ☐
CALCULATION OF REGISTRATION FEE
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Name of Plan
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Title of Securities
to be Registered
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Amount
to be
registered
(1)
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Proposed
maximum
offering price
per
share (2)
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Proposed
maximum
aggregate
offering price (2)
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Amount of
registration fee
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EQUITABLE HOLDINGS, INC. 2019 OMNIBUS INCENTIVE
PLAN
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Common Stock, par value $0.01 per share
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20,000,000
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$20.03
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$400,600,000
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$51,997.88
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(1)
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Represents 20,000,000 additional shares that may be issued under the Equitable Holdings, Inc. 2019 Omnibus
Incentive Plan (the Omnibus Incentive Plan). Pursuant to Rule 416(a) of the Securities Act of 1933, as amended, this Registration Statement shall also cover any additional shares of the Registrants Common Stock that become
issuable under the Omnibus Incentive Plan by reason of any stock dividend, stock split, recapitalization or other similar transaction.
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(2)
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Computed pursuant to Rule 457(h) solely for purposes of determining the registration fee, based upon an assumed
price of $20.03 per share of the Registrants Common Stock, which is based on the average of the high sales price and low sales price per share of the Registrants Common Stock as reported on the New York Stock Exchange on June 18,
2020.
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