Post-Effective Amendment No. 1 to Form S-8

As filed with the Securities and Exchange Commission on May 14, 2013

Registration No. 333-104354

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

POST-EFFECTIVE AMENDMENT NO. 1

to

FORM S-8

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 

 

QUAKER CHEMICAL CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Pennsylvania   23-0993790

(State or Other Jurisdiction of

Incorporation or Organization)

 

(I.R.S. Employer

Identification No.)

 

One Quaker Park, 901 E. Hector Street

Conshohocken, Pennsylvania

  19428-2380
(Address of Principal Executive Offices)   (Zip Code)

Quaker Chemical Corporation

2003 Director Stock Ownership Plan

(Full Title of the Plan)

Michael F. Barry

Chairman, Chief Executive Officer and President

Quaker Chemical Corporation

One Quaker Park

901 E. Hector Street

Conshohocken, Pennsylvania 19428-2380

(Name and Address of Agent for Service)

(610) 832-4000

(Telephone Number, Including Area Code, of Agent for Service)

 

 

Copy of all communications to:

Robert T. Traub, Esquire

General Counsel

Quaker Chemical Corporation

One Quaker Park

901 E. Hector Street

Conshohocken, Pennsylvania 19428-2380

(610) 832-4000

 

 

         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):

 

Large accelerated filer   ¨    Accelerated filer   x
Non-accelerated filer   ¨  (Do not check if a smaller reporting company)    Smaller reporting company   ¨

 

 

 


EXPLANATORY NOTE: DEREGISTRATION OF SECURITIES

Quaker Chemical Corporation (the “Registrant”) registered 75,000 shares of its common stock, $1.00 par value per share (“Common Stock”) (including associated stock purchase rights, which were available at the time of registration), for issuance under the Quaker Chemical Corporation 2003 Director Stock Ownership Plan (the “2003 Plan”) pursuant to Registration Statement No. 333-104354 on Form S-8 filed with the Securities and Exchange Commission on April 7, 2003 (the “Registration Statement”). Upon shareholder approval of the Quaker Chemical Corporation 2013 Director Stock Ownership Plan (the “2013 Plan”) at the Registrant’s annual meeting of shareholders on May 8, 2013, the 2013 Plan replaced the 2003 Plan, and no further awards will be made under the 2003 Plan.

This Post-Effective Amendment No. 1 to Form S-8 Registration Statement is being filed to deregister the 25,598 shares of Common Stock that have not been issued and are not subject to issuance pursuant to outstanding awards under the 2003 Plan as of the date of this Post-Effective Amendment No. 1. Accordingly, the Registrant hereby withdraws these 25,598 shares of Common Stock from registration under the Registration Statement.


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 No. 1 to Form S-8 Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the Borough of Conshohocken, Commonwealth of Pennsylvania on this 14th day of May, 2013.

 

QUAKER CHEMICAL CORPORATION
By:  

/s/ Michael F. Barry

  Michael F. Barry
  Chairman of the Board, Chief Executive Officer,
  President and Director

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to Form S-8 Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.

 

Signature

       

Title

 

Date

/s/ Michael F. Barry

Michael F. Barry

     

Chairman, Chief Executive Officer,

President and Director (Principal

Executive Officer)

  May 14, 2013

/s/ Margaret M. Loebl

Margaret M. Loebl

     

Vice President, Chief Financial

Officer and Treasurer (Principal

Financial Officer)

  May 14, 2013

/s/ George H. Hill

George H. Hill

     

Global Controller (Principal

Accounting Officer)

  May 14, 2013

/s/ Joseph B. Anderson, Jr.

Joseph B. Anderson, Jr.

      Director   May 14, 2013

     

Patricia C. Barron

      Director  

     

Donald R. Caldwell

      Director  

/s/ Robert E. Chappell

Robert E. Chappell

      Director   May 14, 2013

/s/ William R. Cook

William R. Cook

      Director   May 14, 2013


/s/ Mark A. Douglas

Mark A. Douglas

      Director   May 14, 2013

/s/ Jeffry D. Frisby

Jeffry D. Frisby

      Director   May 14, 2013

/s/ Robert H. Rock

Robert H. Rock

      Director   May 14, 2013