As filed with the Securities and Exchange Commission on July 23, 2004
Registration No. 333-95291
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
POST-EFFECTIVE AMENDMENT NO. 3 TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
QUALCOMM INCORPORATED
DELAWARE | 95-3685934 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. employer identification no.) |
5775 MOREHOUSE DRIVE
SAN DIEGO, CALIFORNIA 92121
858-587-1121
QUALCOMM INCORPORATED 1991 STOCK
OPTION PLAN
IRWIN MARK JACOBS
CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER
QUALCOMM INCORPORATED
5775 MOREHOUSE DRIVE
SAN DIEGO, CALIFORNIA 92121
858-587-1121
SIGNATURE |
DEREGISTRATION OF SHARES
Effective as of February 27, 2001, the Registrant adopted the QUALCOMM Incorporated 2001 Stock Option Plan (the 2001 Plan), which is intended to replace its QUALCOMM Incorporated 1991 Stock Option Plan (the 1991 Plan). Accordingly, no future option grants will be made pursuant to the 1991 Plan. This Post-Effective Amendment No. 3 to the Registrants Registration Statements on Form S-8 listed below (collectively the Registration Statements) is filed to deregister 2,436,222 shares previously registered that remain available for future grant under the Registrants 1991 Plan. The 2,436,222 shares deregistered by this Post-Effective Amendment No. 3 will be registered, by a subsequently filed registration statement on Form S-8 for the 2001 Plan, and the associated registration fee paid by the Registrant to register shares issuable under its 1991 Plan on the Registration Statements will be carried forward and applied to the registration fee necessary to register shares issuable under the Registrants 2001 Plan. Please note, however, that 48,233,851 shares remain subject to outstanding options previously granted under the Registrants 1991 Plan. Accordingly, the Registration Statements will remain in effect to cover the potential exercise of such outstanding options.
1. | Registration Statement No. 33-45083 filed January 16, 1992; | |||
2. | Registration Statement No. 33-78150 filed April 26, 1994; | |||
3. | Registration Statement No. 33-78158 filed April 26, 1994; | |||
4. | Registration Statement No. 333-2752 filed March 25, 1996; | |||
5. | Registration Statement No. 333-2754 filed March 25, 1996; | |||
6. | Registration Statement No. 333-2756 filed March 25, 1996; | |||
7. | Registration Statement No. 333-32013 filed July 24, 1997; | |||
8. | Registration Statement No. 333-69457 filed December 22, 1998; and | |||
9. | Registration Statement No. 333-95291 filed January 24, 2000. |
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SIGNATURE
Pursuant to the requirements of the Securities Act of 1933, as amended, 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. 3 to the Registration Statements to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of San Diego, State of California, on the July 20, 2004.
QUALCOMM INCORPORATED |
||||
By: | /s/ Irwin Mark Jacobs | |||
Irwin Mark Jacobs, Chairman of the Board | ||||
and Chief Executive Officer | ||||
Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 3 to the Registration Statements has been signed by the following persons in the capacities indicated.
Signature |
Title |
Date |
||
/s/ Irwin Mark Jacobs Irwin Mark Jacobs |
Chairman of the Board, Chief Executive Officer and Director (Principal Executive Officer) |
July 20, 2004 | ||
/s/ William E. Keitel William E. Keitel |
Senior Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) |
July 22, 2004 | ||
/s/ Richard C. Atkinson Richard C. Atkinson |
Director | July 20, 2004 | ||
/s/ Adelia A. Coffman Adelia A. Coffman |
Director | July 20, 2004 |
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Signature |
Title |
Date |
||
/s/ Raymond V. Dittamore Raymond V. Dittamore |
Director | July 20, 2004 | ||
/s/ Diana Lady Dougan Diana Lady Dougan |
Director | July 20, 2004 | ||
/s/ Robert E. Kahn Robert E. Kahn |
Director | July 20, 2004 | ||
/s/ Duane A. Nelles Duane A. Nelles |
Director | July 20, 2004 | ||
/s/ Peter M. Sacerdote Peter M. Sacerdote |
Director | July 20, 2004 | ||
/s/ Brent Scowcroft Brent Scowcroft |
Director | July 20, 2004 | ||
/s/ Marc I. Stern Marc I. Stern |
Director | July 20, 2004 | ||
/s/ Richard Sulpizio Richard Sulpizio |
Director | July 20, 2004 |
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