General Rules and Regulations
Securities Act of 1933
Rule 416 -- Securities To Be Issued as a Result of Stock Splits, Stock Dividends and Anti-Dilution Provisions and Interests To Be Issued Pursuant to Certain Employee Benefit Plans
If a registration statement purports to register securities
to be offered pursuant to terms which provide for a change in the amount of securities
being offered or issued to prevent dilution resulting from stock splits, stock dividends,
or similar transactions, such registration statement shall, unless otherwise expressly
provided, be deemed to cover the additional securities to be offered or issued in
connection with any such provision.
If prior to completion of the distribution of the securities
covered by a registration statement, additional securities of the same class are
issued or issuable as a result of a stock split or stock dividend, the registration
statement shall, unless otherwise expressly provided therein, be deemed to cover
such additional securities resulting from the split of, or the stock dividend on,
the registered securities. If prior to completion of the distribution of the securities
covered by a registration statement, all the securities of a class which includes
the registered securities are combined by a reverse split into a lesser amount of
securities of the same class, the amount of undistributed securities of such class
deemed to be covered by the registration statement shall be proportionately reduced.
If paragraph (a) of this section is not applicable, the registration statement shall
be amended prior to the offering of such additional or lesser amount of securities
to reflect the change in the amount of securities registered.
Where a registration statement on Form
S-8 relates to securities to be offered pursuant to an employee benefit plan,
including interests in such plan that constitute separate securities required to
be registered under the Act, such registration statement shall be deemed to register
an indeterminate amount of such plan interests.
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