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Strattec Security Corp. – ‘S-8’ on 2/13/24

On:  Tuesday, 2/13/24, at 4:09pm ET   ·   Effective:  2/13/24   ·   Accession #:  1140361-24-7425   ·   File #:  333-277037

Previous ‘S-8’:  ‘S-8’ on 10/22/20   ·   Latest ‘S-8’:  This Filing   ·   10 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/13/24  Strattec Security Corp.           S-8         2/13/24    5:50K                                    Broadridge Fin’l So… Inc

Registration Statement – Securities for an Employee Benefit Plan   —   Form S-8   —   SA’33

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-8         Registration Statement - Securities for an          HTML     30K 
                Employee Benefit Plan                                            
 2: EX-5.1      Opinion of Counsel re: Legality                     HTML      8K 
 3: EX-23.1     Consent of Expert or Counsel                        HTML      5K 
 4: EX-23.2     Consent of Expert or Counsel                        HTML      5K 
 5: EX-FILING FEES  Exhibit 107                                     HTML     12K 


‘S-8’   —   Registration Statement – Securities for an Employee Benefit Plan


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 C: 
As filed with the Securities and Exchange Commission on February 13, 2024

Registration No. 333-___


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549



FORM S-8

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933



STRATTEC SECURITY CORPORATION
(Exact name of registrant as specified in its charter)

Wisconsin

39-1804239
(State or other jurisdiction of Incorporation or organization)

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

3333 West Good Hope Road

(Address of principal executive offices)

(Zip Code)
 
AMENDED AND RESTATED STRATTEC SECURITY CORPORATION STOCK INCENTIVE PLAN
(Full title of the plan)
 
Vice President and Chief Financial Officer
STRATTEC SECURITY CORPORATION
3333 West Good Hope Road

Copy to:

Eric P. Hagemeier, Esq.
Reinhart Boerner Van Deuren s.c.

1000 North Water Street
(Name and address of agent for service)

Suite 1700
414-247-3333

414-298-1000
(Telephone number, including area code of agent for service)



Indicate by check mark whether the restraint 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.  ☐


 


PART II - INFORMATION REQUIRED IN THE
REGISTRATION STATEMENT
 
Item 3.

This Registration Statement has been filed to register additional shares of the Registrant's common stock made available under the Amended and Restated STRATTEC SECURITY CORPORATION Stock Incentive Plan by reason of an amendment thereto approved by the shareholders of the Registrant. Pursuant to General Instruction E to Form S-8, the contents of the Registrant's earlier Registration Statements on Form S-8 (Registration Nos. 333-4300, 333-31002, 333-103219, 333-140715, 333-199906 and 333-249611) effective April 29, 1996, February 24, 2000, February 14, 2003, February 14, 2007, November 6, 2014 and October 22, 2020 are incorporated by reference and made a part hereof.

Item 8.
Exhibits.
 
Amended and Restated Articles of Incorporation of the Company. (Incorporated by reference from the exhibit to the Form 10-K filed on September 7, 2017.)
Amendment to Amended and Restated Articles of Incorporation of the Company. (Incorporated by reference from the exhibit to the Form 10-Q filed on November 7, 2019.)
Amendment to Amended and Restated Articles of Incorporation of the Company. (Incorporated by reference from the exhibit to the Form 8-K filed on October 21, 2021.)
Amended By-Laws of the Company. (Incorporated by reference from the exhibit to the Form 8-K filed on October 7, 2005.)
Opinion of Reinhart Boerner Van Deuren s.c. as to the legality of the common stock being registered. *
Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm. *
Consent of Crowe LLP, Independent Registered Public Accounting Firm. *
Consent of Reinhart Boerner Van Deuren s.c. (included in its opinion filed as Exhibit 5.1 hereto). *
Power of Attorney (included on the signature page hereto).
Amended and Restated STRATTEC SECURITY CORPORATION Stock Incentive Plan. (Filed as Appendix B to the Company’s Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on September 7, 2023 and incorporated herein by reference.)
Filing Fee Table. *


 
*
 
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 Milwaukee, State of Wisconsin, on February 13, 2024.
 

STRATTEC SECURITY CORPORATION



By:

 
Dennis Bowe, Vice President and Chief Financial Officer


Each person whose signature appears below hereby constitutes and appoints Rolando J. Guillot and Dennis Bowe, and each of them individually, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments (including post-effective amendments) to this Registration Statement, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that either said attorney-in-fact and agent or his or her substitute may lawfully do or cause to be done by virtue hereof.

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
 
Title
Date
       

Interim President and Chief Executive Officer (Principal Executive Officer)
Rolando J. Guillot      
       
 
Vice President, Chief Financial Officer, Treasurer and Secretary (Principal Financial and Accounting Officer)
Dennis Bowe      
       
 
Chairman and Director
F. Jack Liebau, Jr.      
       
 
Vice Chairman and Director
Harold M. Stratton II      
       
 
Director
Tina Chang      

     
 
Director
Thomas W. Florsheim, Jr.      

     
 
Director
Bruce M. Lisman      

     
 
Director
David R. Zimmer      


3


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘S-8’ Filing    Date    Other Filings
Filed on / Effective on:2/13/24
9/7/2310-K,  ARS,  DEF 14A
10/21/218-K
10/22/208-K,  S-8
11/7/1910-Q
9/7/1710-K,  DEF 14A
11/6/1410-Q,  S-8
2/14/07S-8,  SC 13G/A
10/7/058-K
2/14/03S-8,  SC 13G/A
2/24/003,  S-8
4/29/96
 List all Filings 


10 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 9/07/23  Strattec Security Corp.           DEF 14A    10/10/23    1:1.2M                                   Donnelley … Solutions/FA
10/21/21  Strattec Security Corp.           8-K:2,5,9  10/21/21   12:537K                                   Broadridge Fin’l So… Inc
10/22/20  Strattec Security Corp.           S-8        10/22/20    3:41K                                    Broadridge Fin’l So… Inc
11/07/19  Strattec Security Corp.           10-Q        9/29/19   80:9M                                     ActiveDisclosure/FA
 9/07/17  Strattec Security Corp.           10-K        7/02/17  117:24M                                    Donnelley … Solutions/FA
11/06/14  Strattec Security Corp.           S-8        11/06/14    4:196K                                   Reinhart Boerner … SC/FA
 2/14/07  Strattec Security Corp.           S-8         2/14/07    3:64K                                    Reinhart Boerner … SC/FA
10/07/05  Strattec Security Corp.           8-K:1,5,9  10/04/05    5:605K                                   Reinhart Boerner … SC/FA
 2/14/03  Strattec Security Corp.           S-8         2/14/03    3:13K                                    RR Donnelley
 2/24/00  Strattec Security Corp.           S-8         2/24/00    3:12K                                    Reinhart Boerner … SC/FA
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