As filed with the Securities and Exchange Commission on March 30, 2023
Registration No. 333-258465
333-227269
333-206752
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-3
Post-Effective Amendment No. 1 to Registration Statement No. 333-258465
Post-Effective Amendment No. 1 to Registration Statement No. 333-227269
Post-Effective Amendment No. 1 to Registration Statement No. 333-206752
UNDER
THE
SECURITIES ACT OF 1933
OTONOMY, INC.
(Exact
name of registrant as specified in its charter)
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Delaware |
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26-2590070 |
(State or other jurisdiction of
incorporation or organization) |
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(I.R.S. Employer
Identification Number) |
Address Not Applicable1
(Address, including zip code, and telephone number, including area code, of registrants principal executive offices)
Otonomy, Inc.
c/o
Corporation Service Company
251 Little Falls Drive
Wilmington, New Castle County, Delaware 19808
(619) 488-6202
(Name,
address, including zip code, and telephone number, including area code, of agent for service)
Approximate date of
commencement of proposed sale to the public: This post-effective amendment withdraws from registration all shares of common stock that remain unsold under Registration Statement Nos. 333-258465, 333-227269 and 333-206752.
If the only securities being registered on this Form
are being offered pursuant to dividend or interest reinvestment plans, please check the following box. ☐
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Otonomy, Inc. (the Company) terminated its lease agreement for office space. Accordingly, the
Company does not maintain a headquarters. For purposes of compliance with applicable requirements of the Securities Act of 1933, as amended, and Securities Exchange Act of 1934, as amended, any stockholder communication required to be sent to the
Companys principal executive offices may be directed to the Companys agent for service of process at Corporation Service Company, 251 Little Falls Drive, Wilmington, New Castle County, Delaware 19808, or to the email address set forth in
the Companys proxy materials and/or identified on the Companys investor relations website. |
If any of the securities being
registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following
box. ☐
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act of 1933,
please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, please check the following box and list the Securities Act
registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a registration
statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box. ☐
If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or
additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. ☐
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.
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Large accelerated filer |
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☐ |
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Accelerated filer |
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☐ |
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Non-accelerated filer |
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☒ |
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Smaller reporting company |
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☒ |
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Emerging growth company |
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☐ |
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 Securities Act. ☐