As filed with the Securities and Exchange Commission on November 16, 2007

Registration No. 333-142583

 

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

 


 

SALLY BEAUTY HOLDINGS, INC.

(Exact Name of Registrant as Specified in its Charter)

 


 

Delaware

 

36-2257936

(State or Other Jurisdiction of
Incorporation or Organization)

 

(I.R.S. Employer
Identification No.)

 

 

 

3001 Colorado Boulevard

 

 

Denton, Texas

 

76210-6802

(Address of Principal Executive Offices)

 

(Zip Code)

 


 

Employee Stock Option Plan of 2003

Employee Stock Option Plan of 1988

2003 Restricted Stock Plan

1994 Stock Option Plan for Non-Employee Directors

2003 Stock Option Plan for Non-Employee Directors

Management Incentive Plan

Shareholder Value Incentive Plan

Sally Beauty Management Incentive Plan

Sally Beauty 401(k) Savings Plan

(Full Title of the Plans)

 


 

Raal H. Roos

Senior Vice President, General Counsel and Secretary

SALLY BEAUTY HOLDINGS, INC.

3001 Colorado Boulevard

Denton, Texas

(940)-898-7500

(Name, Address, and Telephone Number, Including Area Code, of Agent For Service)

 


 

 



 

TERMINATION OF REGISTRATION

 

Sally Beauty Holdings, Inc. a Delaware corporation (the “Company”), is filing this Post-Effective Amendment No. 1 (the “Post-Effective Amendment”) in order to deregister certain of the 3,809,765 shares of the Company’s common stock (the “Common Stock”) and interests under the Sally Beauty 401(k) Savings Plan (the “Plan”) that were originally registered pursuant to the Registration Statement on Form S-8, filed with the Securities and Exchange Commission on November 17, 2006, Registration No. 333-138830 (the “Registration Statement”).

 

On November 16, 2007, the Company terminated the Plan feature that allowed Plan participants to invest in a fund holding shares of Common Stock. Accordingly, as of November 16, 2007, no further investments in Common Stock could be made under the Plan. This Post-Effective Amendment is being filed to deregister all Plan interests and any shares of Common Stock that have not been issued under the Plan as of the date this Post-Effective Amendment is filed.

 

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SIGNATURES

 

The Registrant. Pursuant to the requirements of the Securities Act of 1933, as amended, Sally Beauty Holdings, Inc. 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 to the Registration Statement to be signed on its behalf by the undersigned, hereunto duly authorized, in the City of Denton, State of Texas, on November 16, 2007.

 

 

 

SALLY BEAUTY HOLDINGS, INC.

 

 

 

 

 

 

 

 

By:

/s/ Raal H. Roos

 

 

 

 

Raal H. Roos

 

 

 

 

Senior Vice President, General Counsel

 

 

 

 

and Secretary

 

 

 

 

 

Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment to the Registration Statement has been signed by the following persons in the capacities and on the date indicated.

 

Signature

 

Title

 

Date

 

 

 

 

 

 

 

 

 

 

*

 

Chairman of the Board of Directors

 

November 16, 2007

James G. Berges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

*

 

President, Chief Executive Officer and

 

November 16, 2007

Gary G. Winterhalter

 

Director (Principal Executive Officer)

 

 

 

 

 

 

 

 

 

 

 

 

*

 

Senior Vice President and Chief Financial

 

November 16, 2007

David L. Rea

 

Officer (Principal Financial and

 

 

 

 

Accounting Officer)

 

 

 

 

 

 

 

 

 

 

 

 

*

 

Director

 

November 16, 2007

Kathleen Affeldt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

*

 

Director

 

November 16, 2007

Marshall E. Eisenberg

 

 

 

 

 

 

 

 

 

 

 

 

 

 

*

 

Director

 

November 16, 2007

Donald J. Gogel

 

 

 

 

 

 

 

 

 

 

 

 

 

 

*

 

Director

 

November 16, 2007

Walter Metcalfe

 

 

 

 

 

 

 

 

 

 

 

 

 

 

*

 

Director

 

November 16, 2007

Robert R. McMaster

 

 

 

 

 

 

3



 

*

 

Director

 

November 16, 2007

John Miller

 

 

 

 

 

 

 

 

 

 

 

 

 

 

*

 

Director

 

November 16, 2007

Martha Miller de Lombera

 

 

 

 

 

 

 

 

 

 

 

 

 

 

*

 

Director

 

November 16, 2007

Edward W. Rabin

 

 

 

 

 

 

 

 

 

 

 

 

 

 

*

 

Director

 

November 16, 2007

Richard J. Schnall

 

 

 

 

 

 


*By:

 

/s/ Raal H. Roos

 

Name:

 

Raal H. Roos

Title:

 

Attorney-in-Fact

 

The Plan. Pursuant to the requirements of the Securities Act of 1933, the administrator of the Sally Beauty 401(k) Savings Plan, has duly caused this Post-Effective Amendment to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Denton, in the State of Texas, on November 16, 2007.

 

 

 

SALLY BEAUTY 401(k) SAVINGS PLAN

 

 

 

 

 

 

 

 

By:

/s/ Mary Steen

 

 

 

Mary Steen

 

 

 

Administrator

 

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