S-8: Initial registration statement for securities to be offered to employees pursuant to employee benefit plans
Published on January 30, 1998
As filed with the Securities and Exchange Commission on January 30, 1998
Registration No. __________
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-8
Registration Statement under the Securities Act of 1933
INTUIT INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 77-0034611
(State of incorporation) (I.R.S. employer identification number)
2535 GARCIA AVENUE
MOUNTAIN VIEW, CALIFORNIA 94043
(Address of principal executive offices, including zip code)
INTUIT INC. 1996 DIRECTORS' STOCK PLAN
(Full title of the plan)
CATHERINE L. VALENTINE, ESQ.
INTUIT INC.
P.O. BOX 7850, M.S. 52028
MOUNTAIN VIEW, CALIFORNIA 94039-7850
(650) 944-6656
(Name, address and telephone number of agent for service)
COPIES TO:
Kenneth A. Linhares.
Fenwick & West
Two Palo Alto Square
Palo Alto, California 94306
CALCULATION OF REGISTRATION FEE
(1) Represents additional shares available for grants of options under the
1996 Directors' Stock Option Plan as of January 30, 1998. The offering
price information is estimated as of January 27, 1998, pursuant to Rule
457, solely for the purpose of calculating the registration fee.
This registration statement relates to 45,000 shares of Common Stock, $0.01 par
value per share of the Registrant, reserved for issuance under the Intuit Inc.
1996 Directors' Stock Option Plan (the "Plan"). On November 26, 1996, the
Registrant filed an initial Form S-8 Registration Statement (file no. 333-16829)
to register 120,000 shares of Common Stock reserved for issuance under the Plan.
The contents of such Registration Statement are incorporated herein by
reference.
ITEM 8 EXHIBITS
4.01 Registrant's 1996 Directors' Stock Option Plan, as amended through
January 16, 1998
5.01 Opinion of Counsel
23.01 Consent of Counsel (included in Exhibit 5.01)
23.02 Consent of Ernst & Young LLP, Independent Auditors
24.01 Power of Attorney (see page 4)
2
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 Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Mountain View, State of California, on January 28,
1998.
INTUIT INC.
By: /s/ GREG J. SANTORA
-------------------------------------
Greg J. Santora
Vice President and
Chief Financial Officer
3
POWER OF ATTORNEY
By signing this Form S-8 below, I hereby appoint each of William V. Campbell and
Greg J. Santora as my attorney-in-fact to sign all amendments to this Form S-8
on my behalf, and to file this Form S-8 (including all exhibits and other
documents related to the Form S-8) with the Securities and Exchange Commission.
I authorize each of my attorneys-in-fact to (1) appoint a substitute
attorney-in-fact for himself and (2) perform any actions that he believes are
necessary or appropriate to carry out the intention and purpose of this Power of
Attorney. I ratify and confirm all lawful actions taken directly or indirectly
by my attorneys-in-fact and by any properly appointed substitute
attorneys-in-fact.
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the following persons in the capacities and on the
dates indicated.
4
EXHIBIT INDEX
5