S-8 POS 1 ef20046889_s8pos.htm S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2025

Registration No. 333-62529

Registration No. 333-98513

Registration No. 333-160559

Registration No. 333-168943

Registration No. 333-191664

Registration No. 333-206584

Registration No. 333-213402

Registration No. 333-220390

Registration No. 333-233463

Registration No. 333-258965

Registration No. 333-281785

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1

FORM S-8 REGISTRATION STATEMENT NO. 333-62529

FORM S-8 REGISTRATION STATEMENT NO. 333-98513

FORM S-8 REGISTRATION STATEMENT NO. 333-160559

FORM S-8 REGISTRATION STATEMENT NO. 333-168943

FORM S-8 REGISTRATION STATEMENT NO. 333-191664

FORM S-8 REGISTRATION STATEMENT NO. 333-206584

FORM S-8 REGISTRATION STATEMENT NO. 333-213402

FORM S-8 REGISTRATION STATEMENT NO. 333-220390

FORM S-8 REGISTRATION STATEMENT NO. 333-233463

FORM S-8 REGISTRATION STATEMENT NO. 333-258965

FORM S-8 REGISTRATION STATEMENT NO. 333-281785

UNDER

THE SECURITIES ACT OF 1933

LOGILITY SUPPLY CHAIN SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

Georgia		58-1098795
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)

470 East Paces Ferry Road, N.E. Atlanta, GA
470 East Paces Ferry Road, N.E. Atlanta, GA		30305
(Address of Principal Executive Offices)		(Zip Code)

American Software, Inc. Incentive Stock Option Plan

American Software, Inc. Nonqualified Stock Option Plan

American Software, Inc. 1991 Employee Stock Option Plan

American Software, Inc. Directors and Officers Stock Option Plan

American Software, Inc. 2001 Stock Option Plan

Logility, Inc. 1997 Stock Plan

Logility, Inc. 2007 Stock Plan

American Software, Inc. 2011 Equity Compensation Plan

American Software, Inc. 2020 Equity Compensation Plan

American Software, Inc. 2024 Equity Compensation Plan

(Full title of the plans)

Brad Debold

Executive Vice President, Mergers & Acquisitions

Aptean, Inc.

4325 Alexander Drive, Suite 100

Alpharetta, GA 30022

(404) 847-2009

(Name, address, and telephone number, including area code, of agent for service)

Copy to:

David Ruff

Spencer Cohen

Orrick, Herrington & Sutcliffe LLP

51 West 52nd Street

New York, NY 10019

(212) 506-3502

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☒

Non-accelerated filer	☐	Smaller reporting company	☐

		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐

DEREGISTRATION OF SECURITIES

Logility Supply Chain Solutions, Inc. (formerly American Software, Inc.) (the “Company”), is filing these post-effective amendments (these “Post-Effective Amendments”) to the following Registration Statements on Form S-8 (the “Registration Statements”), which have been previously filed with the Securities and Exchange Commission (the “SEC”), to deregister any and all securities of the Company registered but unsold or otherwise unissued under such Registration Statements as of the date hereof:

•

Registration Statement No. 333-62529, filed with the SEC on August 31, 1998, relating to the American Software, Inc. Incentive Stock Option Plan, the American Software, Inc. Nonqualified Stock Option Plan, the American Software, Inc. 1991 Employee Stock Option Plan, and the American Software, Inc. Directors and Officers Stock Option Plan;

•

Registration Statement No. 333-98513, filed with the SEC on August 22, 2002, relating to the American Software, Inc. 1991 Employee Stock Option Plan, the American Software, Inc. Directors and Officers Stock Option Plan, and the American Software, Inc. 2001 Stock Option Plan;

•

Registration Statement No. 333-160559, filed with the SEC on July 13, 2009, relating to the Logility, Inc. 1997 Stock Plan and the Logility, Inc. 2007 Stock Plan;

•

Registration Statement No. 333-168943, filed with the SEC on August 19, 2010, relating to the American Software, Inc. 2001 Stock Option Plan and the American Software, Inc. 1991 Employee Stock Option Plan;

•

Registration Statement No. 333-191664, filed with the SEC on October 10, 2013, relating to the American Software, Inc. 2011 Equity Compensation Plan, the American Software, Inc. 2001 Stock Option Plan, the Logility, Inc. 1997 Stock Plan, and the Logility, Inc. 2007 Stock Plan;

•

Registration Statement No. 333-206584, filed with the SEC on August 26, 2015, relating to the American Software, Inc. 2011 Equity Compensation Plan, the American Software, Inc. 2001 Stock Option Plan, the Logility, Inc. 1997 Stock Plan, and the Logility, Inc. 2007 Stock Plan;

•

Registration Statement No. 333-213402, filed with the SEC on August 31, 2016, relating to the American Software, Inc. 2011 Equity Compensation Plan;

•

Registration Statement No. 333-220390, filed with the SEC on September 8, 2017, relating to the American Software, Inc. 2011 Equity Compensation Plan;

•

Registration Statement No. 333-233463, filed with the SEC on August 26, 2019, relating to the American Software, Inc. 2020 Equity Compensation Plan;

•

Registration Statement No. 333-258965, filed with the SEC on August 20, 2021, relating to the American Software, Inc. 2020 Equity Compensation Plan; and

•

Registration Statement No. 333-281785, filed with the SEC on August 26, 2024, relating to the American Software, Inc. 2024 Equity Compensation Plan.

On April 4, 2025, Update Merger Sub, Inc., a Georgia corporation (“Merger Sub”) and a wholly owned subsidiary of Aptean, Inc., a Delaware corporation (“Aptean”), completed its merger (the “Merger”) with and into the Company, pursuant to the terms of the Agreement and Plan of Merger, dated January 24, 2025 (as it may be amended from time to time, the “Merger Agreement”), by and among Aptean, Merger Sub, and the Company. The Company was the surviving corporation in the Merger and, as a result, is now a wholly owned subsidiary of Aptean.

As a result of the Merger, the Company has terminated all offerings of its securities pursuant to the Registration Statements. In accordance with an undertaking made by the Company in the Registration Statements to remove from registration, by means of these Post-Effective Amendments, any securities that had been registered but remain unsold at the termination of the offering, the Company hereby amends the Registration Statements to remove from registration all securities, as applicable, registered under the Registration Statements that remain unsold as of the date of these Post-Effective Amendments.

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 these Post‑Effective Amendments to the Registration Statements described above to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Atlanta, State of Georgia, on April 4, 2025.

	Logility Supply Chain Solutions, Inc.

	By:	/s/ Brad Debold
	Name:	Brad Debold
	Title:	Authorized Signatory

No other person is required to sign these Post-Effective Amendments in reliance on Rule 478 of the Securities Act of 1933.

SEC Form S-8 POS filed by Logility Supply Chain Solutions Inc.