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As Of Filer Filing For·On·As Docs:Size Issuer Agent 9/27/10 Viasat Inc S-8 9/27/10 3:52K RR Donnelley/FA |
Document/Exhibit Description Pages Size 1: S-8 Registration of Securities to be Offered to HTML 47K Employees Pursuant to an Employee Benefit Plan 2: EX-5.1 Opinion re: Legality HTML 13K 3: EX-23.1 Consent of Experts or Counsel HTML 6K
sv8 |
Delaware (State or Other Jurisdiction of Incorporation or Organization) |
33-0174996 (I.R.S. Employer Identification No.) |
Large accelerated filer þ | Accelerated filer o | Non-accelerated filer o (Do not check if a smaller reporting company) |
Smaller reporting company o |
Proposed | ||||||||||||||||||||||
Proposed | Maximum | |||||||||||||||||||||
Amount | Maximum | Aggregate | Amount of | |||||||||||||||||||
Title of Each Class of | to be | Offering Price | Offering | Registration | ||||||||||||||||||
Securities to be Registered | Registered (1) (2) | Per Share | Price | Fee | ||||||||||||||||||
Common stock, $0.0001 par value |
4,800,000 shares | $38.99(3) | $187,152,000.00 | $13,343.94 | ||||||||||||||||||
(1) | Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement also registers an indeterminate number of additional shares that may be issued pursuant to the 1996 Equity Participation Plan of ViaSat, Inc. (the “Plan”) as the result of any future stock dividend, stock split, recapitalization or any other similar transaction effected without the receipt of consideration which results in an increase in the number of outstanding shares of ViaSat, Inc. (“ViaSat”) common stock. | |
(2) | Covers 4,800,000 additional shares of ViaSat common stock available for issuance under the Plan pursuant to an amendment to the Plan approved by the stockholders of ViaSat on September 22, 2010. The Plan authorizes the issuance of a maximum of 17,400,000 shares of common stock. However, the offer and sale of 12,600,000 shares of common stock, which have been or may be issued under the Plan, have previously been registered pursuant to prior Form S-8 registration statements (Commission File Nos. 333-21113, 333-68757, 333-67010, 333-109959 and 333-153828). | |
(3) | The Proposed Maximum Offering Price Per Share has been estimated in accordance with Rules 457(c) and (h) under the Securities Act solely for the purpose of calculating the registration fee. The computation is based upon the average of the high and low prices of ViaSat common stock as reported on the Nasdaq Global Select Market on September 20, 2010, because the offering price of the securities to be granted in the future is not currently determinable. |
(a) | ViaSat’s Annual Report on Form 10-K for the fiscal year ended April 2, 2010 filed with the Securities and Exchange Commission (“SEC”) on June 1, 2010, as amended by Amendment No. 1 on Form 10-K/A filed with the SEC on August 3, 2010; | ||
(b) | ViaSat’s Quarterly Report on Form 10-Q for the fiscal quarter ended July 2, 2010; | ||
(c) | ViaSat’s Current Reports on Form 8-K filed with the SEC on May 26, 2010, August 4, 2010 and September 24, 2010; | ||
(d) | All other reports filed pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) since the end of the fiscal year covered by ViaSat’s Annual Report on Form 10-K referred to in clause (a) above; and | ||
(e) | The description of ViaSat common stock set forth in ViaSat’s registration statement on Form 8-A filed with the SEC on November 20, 1996, including any amendment or report filed for the purpose of updating such description. |
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ViaSat, Inc. |
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By: | /s/ Mark D. Dankberg | |||
Mark D. Dankberg | ||||
Chairman and Chief Executive Officer | ||||
Signature | Title | Date | ||
Chairman of the Board and Chief Executive Officer (Principal Executive Officer) |
September 27, 2010 | |||
Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) |
September 27, 2010 | |||
Director | September 27, 2010 | |||
Director | ||||
Director | September 27, 2010 | |||
Director | September 27, 2010 | |||
Director | September 27, 2010 | |||
Director | September 27, 2010 |
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Exhibit | Incorporated by Reference | Filed | ||||||||||||||
Number | Exhibit Description | Form | File No. | Exhibit | Filing Date | Herewith | ||||||||||
5.1 | Opinion of Latham & Watkins LLP
|
X | ||||||||||||||
10.1 | 1996 Equity Participation Plan of
ViaSat, Inc. (As Amended and Restated
Effective September 22, 2010)
|
8-K | 000-21767 | 10.1 | 9/24/2010 | |||||||||||
10.2 | Form of Stock Option Agreement for
the 1996 Equity Participation Plan of
ViaSat, Inc.
|
8-K | 000-21767 | 10.2 | 10/2/2008 | |||||||||||
10.3 | Form of Restricted Stock Unit Award
Agreement for the 1996 Equity
Participation Plan of ViaSat, Inc.
|
8-K | 000-21767 | 10.3 | 10/2/2008 | |||||||||||
10.4 | Form of Executive Restricted Stock
Unit Award Agreement for the 1996
Equity Participation Plan of ViaSat,
Inc.
|
8-K | 000-21767 | 10.4 | 10/2/2008 | |||||||||||
10.5 | Form of Non-Employee Director
Restricted Stock Unit Award Agreement
for the 1996 Equity Participation
Plan of ViaSat, Inc.
|
8-K | 000-21767 | 10.3 | 10/5/2009 | |||||||||||
23.1 | Consent of Independent Registered
Public Accounting Firm
|
X | ||||||||||||||
23.2 | Consent of Latham & Watkins LLP
(included in Exhibit 5.1 hereto)
|
X | ||||||||||||||
24.1 | Power of Attorney (see signature page)
|
X |
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This ‘S-8’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on / Effective on: | 9/27/10 | 11-K | ||
9/24/10 | 4, 8-K | |||
9/22/10 | 4, 8-K, DEF 14A | |||
9/20/10 | ||||
8/4/10 | 8-K | |||
8/3/10 | 10-K/A, 8-K | |||
7/2/10 | 10-Q | |||
6/1/10 | 10-K | |||
5/26/10 | 8-K | |||
4/2/10 | 10-K, 10-K/A, 5, 8-K, S-4 | |||
11/20/96 | 8-A12G, S-1/A | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/09/23 Viasat Inc. S-8 11/09/23 4:105K Donnelley … Solutions/FA 11/10/22 Viasat Inc. S-8 11/10/22 4:89K Donnelley … Solutions/FA 10/14/21 Viasat Inc. S-8 10/14/21 3:93K Donnelley … Solutions/FA 4/30/21 Viasat Inc. S-8 4/30/21 10:607K Donnelley … Solutions/FA |