CLDR Cloudera Inc

As filed with the Securities and Exchange Commission on October 8, 2021

Registration No. 333-254732

Registration No. 333-237446

Registration No. 333-230638

Registration No. 333-229169

Registration No. 333-224134

Registration No. 333-217522

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1 TO:

FORM S-8 REGISTRATION STATEMENT NO. 333-254732

FORM S-8 REGISTRATION STATEMENT NO. 333-237446

FORM S-8 REGISTRATION STATEMENT NO. 333-230638

FORM S-8 REGISTRATION STATEMENT NO. 333-229169

FORM S-8 REGISTRATION STATEMENT NO. 333-224134

FORM S-8 REGISTRATION STATEMENT NO. 333-217522

UNDER THE SECURITIES ACT OF 1933

Cloudera, Inc.

5470 Great America Parkway

Santa Clara, CA 95054

Telephone Number: (650) 362-0488

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)

2008 Equity Incentive Plan

Gazzang 2008 Stock Purchase and Option Plan

2017 Equity Incentive Plan

2017 Employee Stock Purchase Plan

Options to purchase stock granted under the Amended and Restated Hortonworks, Inc. 2014 Stock Option and Incentive Plan, options to purchase stock granted under the Hortonworks, Inc. 2011 Stock Option and Grant Plan and restricted stock units granted under the Amended and Restated Hortonworks, Inc. 2014 Stock Option and Incentive Plan, and assumed by the Registrant

(Full title of the plans)

Cloudera, Inc.

5470 Great America Parkway

Santa Clara, CA 95054]

Telephone Number: (650) 362-0488

(Name, address, including zip code, and telephone number, including area code, of agent for service)

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. (Check one).

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.  ☐

DEREGISTRATION OF SECURITIES

This Post-Effective Amendment (this “Post-Effective Amendment”) deregisters all shares of Cloudera, Inc., a Delaware corporation (the “Registrant”), common stock, par value $0.00005 per share (“Shares”), and any other securities remaining unissued, under the following Registration Statements on Form S-8 (each, a “Registration Statement” and, collectively, the “Registration Statements”) filed by the Registrant with the U.S. Securities and Exchange Commission (the “Commission”):

On June 1, 2021, the Registrant entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Sky Parent Inc. (“Parent”) and Project Sky Merger Sub Inc., a wholly owned subsidiary of Parent (“Merger Sub”). Pursuant to the Merger Agreement, effective October 8, 2021, Merger Sub merged with and into the Registrant with the Registrant surviving the merger as a wholly-owned subsidiary of Parent.

As a result of the completion of the transactions contemplated by the Merger Agreement, the Registrant has terminated any and all offerings of its securities pursuant to the Registration Statement. Accordingly, the Registrant hereby terminates the effectiveness of the Registration Statement and, in accordance with an undertaking made by the Registrant in Part II of the Registration Statement to remove from registration, by means of a post-effective amendment, any securities that had been registered for issuance but remain unsold at the termination of the offering, removes from registration any and all securities of the Registrant registered but unsold under the Registration Statement as of the date hereof.