Unassociated Document
As
filed
with the Securities and Exchange Commission on March 12, 2008
Registration
No. 333-148647
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
_________________
ISORAY,
INC.
(Exact
name of Registrant as specified in its charter)
Minnesota
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41-1458152
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(State
or other jurisdiction of
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(I.R.S.
Employer Identification No.)
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incorporation
or organization)
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350
Hills Street, Suite 106
Richland,
Washington 99354
(Address
of principal executive offices)
_________________
2008
Employee Stock Option Plan
(Full
title of the Plan)
_________________
Dwight
Babcock
Interim
Chief Executive Officer
IsoRay,
Inc.
350
Hills Street, Suite 106
Richland,
Washington 99354
(509)
375-1202
(Name,
address and telephone number, including area code, of agent for
service)
_________________
Copy
to:
Stephen
R. Boatwright, Esq.
Alicia
M. Corbett, Esq.
Keller
Rohrback, P.L.C.
3101
North Central Avenue, Suite 1400
Phoenix,
Arizona 85012-2600
(602)
248-0088
EXPLANATORY
NOTE
IsoRay
Inc., a Minnesota corporation (the "Company"),
is
filing this Post-Effective Amendment No. 1 to Registration Statement on Form
S-8
to deregister certain securities previously registered by the Company pursuant
to its Registration Statement on Form S-8 filed with the Securities and Exchange
Commission on January 14, 2008 (Registration No. 333-148647) (the “Registration
Statement").
The
Registration Statement registered 2,000,000 shares of the Company's common
stock
(the "Common
Stock")
for
issuance, offer or sale pursuant to the Company's 2008 Employee Stock Option
Plan (the "2008
Plan").
Shareholder
approval was not obtained for the 2008 Plan and thus no grants have been or
may
be made under the 2008 Plan. Therefore, all shares registered under the 2008
Plan are hereby deregistered, and the Company hereby terminates the Registration
Statement.
.
.
SIGNATURES
Pursuant
to the requirements of the Securities Act of 1933, the Registrant, IsoRay,
Inc.,
a corporation organized and existing under the laws of the State of Minnesota,
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 Richland, State of Washington, on this 11th
day of
March, 2008.
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ISORAY,
INC.
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By:
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/s/
Dwight Babcock
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Dwight
Babcock, Chairman and
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Interim
Chief Executive Officer
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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.
Signature
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Title
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Date
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/s/
Dwight Babcock
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Interim
Chief Executive Officer and Chairman
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March
11, 2008
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Dwight
Babcock
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/s/
Jonathan Hunt
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Chief
Financial Officer and Principal Accounting Officer
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March
11, 2008
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Jonathan
Hunt
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/s/
Robert R. Kauffman
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Director
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March
11, 2008
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Robert
R. Kauffman
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/s/
Thomas C. LaVoy
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Director
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March
11, 2008
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Thomas
C. LaVoy
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/s/
David J. Swanberg
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Director
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March
11, 2008
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David
J. Swanberg
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/s/
Albert Smith
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Director
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March
11, 2008
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Albert
Smith
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