A statement filed with the SEC to register shares that a public company will issue under a stock plan and/or an employee benefit plan. Most of the registration statement incorporates, by reference, parts of the company’s other SEC filings. The Form S-8 rules do not require the SEC filing of the prospectus (Part I of the form), which is a separate section given to employees. The prospectus includes brief descriptions of the plan, the eligible employees, the resale restrictions, and taxation. Part II of Form S-8 is the registration statement filed with the SEC.

Alert: In 2020, the SEC proposed amendments to modernize Rule 701 and Form S-8.