AMED S-8 Post-Effective Amendment Removes Unissued Employee-Plan Shares

Rhea-AI Filing Summary

Amedisys, Inc. submitted a post-effective amendment to deregister all registered but unsold or otherwise unissued shares of its common stock that remained under multiple previously filed S-8 registration statements. The filing lists eight prior S-8 registration statements and the number of shares each covered, including plans such as the 1998 Stock Option Plan, Directors' Stock Option Plan, Employee Stock Purchase Plan, 2008 Omnibus Incentive Compensation Plan and the 2018 Omnibus Incentive Compensation Plan. The document is signed by the CEO, Richard Ashworth.

Insights

Corporate Governance Expert

TL;DR: Routine cleanup filing to deregister unused employee-plan shares; not a material event for investors.

The amendment formally removes unsold or unissued shares from registration under eight historical S-8 filings. This is an administrative action to update the registration status of equity reserved for employee plans and does not disclose any new issuances, cancellations, or changes to compensation plans within the filing text. It merely lists the original registration statement numbers and the share quantities those statements covered.

Securities Law Specialist

TL;DR: Legal housekeeping to deregister remaining shares under expired S-8s; standard post-effective amendment language.

The filing cites the specific S-8 registrations and the associated share amounts to be deregistered. No additional transactions, remedies, or disclosures are included. From a regulatory perspective, this conforms to routine SEC practice for removing unissued registered shares from the public registration rolls when no longer required.

As filed with the Securities and Exchange Commission on August 14, 2025

Registration Statement File No. 333-60525 

Registration Statement File No. 333-51704 

Registration Statement File No. 333-53786 

Registration Statement File No. 333-143967

Registration Statement File No. 333-152359

Registration Statement File No. 333-182347

Registration Statement File No. 333-205267

Registration Statement File No. 333-225461

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Post-Effective Amendment No. 1 to Form S-8 Registration Statement (No. 333-60525)

Post-Effective Amendment No. 1 to Form S-8 Registration Statement (No. 333-51704)

Post-Effective Amendment No. 1 to Form S-8 Registration Statement (No. 333-53786)

Post-Effective Amendment No. 1 to Form S-8 Registration Statement (No. 333-143967)

Post-Effective Amendment No. 1 to Form S-8 Registration Statement (No. 333-152359)

Post-Effective Amendment No. 1 to Form S-8 Registration Statement (No. 333-182347)

Post-Effective Amendment No. 1 to Form S-8 Registration Statement (No. 333-205267)

Post-Effective Amendment No. 1 to Form S-8 Registration Statement (No. 333-225461)

UNDER

THE SECURITIES ACT OF 1933

Amedisys, Inc.

(Exact name of registrant as specified in its charter)

Delaware		11-3131700
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
3854 American Way, Suite A, Baton Rouge, LA		70816
(Address of Principal Executive Offices)		(Zip Code)

Employee Stock Purchase Plan

Amedisys, Inc. 1998 Stock Option Plan

Amedisys, Inc. Directors’ Stock Option Plan

Amedisys, Inc. Employee Stock Purchase Plan

Amedisys, Inc. 2008 Omnibus Incentive Compensation Plan

Amedisys, Inc. 2018 Omnibus Incentive Compensation Plan

(Full title of the plan)

Scott G. Ginn

Chief Financial Officer

3854 American Way, Suite A

Baton Rouge, LA 70816

(Name and address of agent for service)

(225) 292-2031 or (800) 467-2662

(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.

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. ☐

EXPLANATORY NOTE

DEREGISTRATION OF SECURITIES

Amedisys, Inc., a Delaware corporation (the “Company”), is filing these Post-Effective Amendments (these “Post-Effective Amendments”) to the following Registration Statements on Form S-8 (collectively, the “Registration Statements”) previously filed by the Company with the U.S. Securities and Exchange Commission (the “Commission”), to deregister any and all shares of the Company’s common stock, par value $0.001 per share (the “Company Common Stock”), registered but unsold or otherwise unissued under each such Registration Statement as of the date hereof (note that the share numbers listed below do not take into account corporate actions, such as stock splits, taken in the interim):

• Registration Statement on Form S-8 (Registration File No. 333-60525), which was filed with the Commission on August 3, 1998, pertaining to the registration of 1,000,000 shares of Company Common Stock under the Employee Stock Purchase Plan;

• Registration Statement on Form S-8 (Registration File No. 333-51704), which was filed with the Commission on December 12, 2000, pertaining to the registration of 1,425,000 shares of Company Common Stock under the Company’s 1998 Stock Option Plan;

• Registration Statement on Form S-8 (Registration File No. 333-53786), which was filed with the Commission on January 16, 2001, pertaining to the registration of 75,000 shares of Company Common Stock under the Company’s Directors’ Stock Option Plan;

• Registration Statement on Form S-8 (Registration File No. 333-143967), which was filed with the Commission on June 22, 2007, pertaining to the registration of 2,500,000 shares of Company Common Stock under the Company’s 1998 Stock Option Plan and Employee Stock Purchase Plan;

• Registration Statement on Form S-8 (Registration File No. 333-152359), which was filed with the Commission on July 16, 2008, pertaining to the registration of 1,862,459 shares of Company Common Stock under the Company’s 2008 Omnibus Incentive Compensation Plan;

• Registration Statement on Form S-8 (Registration File No. 333-182347), which was filed with the Commission on June 26, 2012, pertaining to the registration of 4,100,000 shares of Company Common Stock under the Company’s 2008 Omnibus Incentive Compensation Plan and Employee Stock Purchase Plan;

• Registration Statement on Form S-8 (Registration File No. 333-205267), which was filed with the Commission on June 26, 2015, pertaining to the registration of 1,500,000 shares of Company Common Stock under the Company’s 2008 Omnibus Incentive Compensation Plan; and

• Registration Statement on Form S-8 (Registration File No. 333-225461), which was filed with the Commission on June 6, 2018, pertaining to the registration of 2,500,000 shares of Company Common Stock under the Company’s 2018 Omnibus Incentive Compensation Plan.

On June 26, 2023, the Company entered into that certain Agreement and Plan of Merger with UnitedHealth Group Incorporated, a Delaware corporation (“UnitedHealth Group”) and Aurora Holdings Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of UnitedHealth Group (“Merger Sub”), which provides for the merger of Merger Sub with and into the Company, with the Company surviving as a wholly owned subsidiary of UnitedHealth Group (the “Merger”). The Merger became effective on August 14, 2025, pursuant to a Certificate of Merger filed with the Secretary of State of the State of Delaware.

In connection with the Merger, the Company has terminated any and all of the offerings of the Company’s securities pursuant to the Registration Statements. In accordance with the undertakings made by the Company in the Registration Statements to remove from registration, by means of a post-effective amendment, any of the securities registered under the Registration Statements that remain unsold or otherwise unissued at the termination of the offerings, the Company hereby amends the Registration Statements and removes from registration any and all of the securities of the Company registered under the Registration Statements that remain unsold or otherwise unissued as of the date of these Post-Effective Amendments, and hereby terminates the effectiveness of each of the Registration Statements.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the Company 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 these Post-Effective Amendments to the Registration Statements on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Baton Rouge, State of Louisiana, on the 14th day of August, 2025.

AMEDISYS, INC.,
By:		/s/ Richard Ashworth
Name:		Richard Ashworth
Title:		President and Chief Executive Officer

Note: Pursuant to Rule 478 under the Securities Act of 1933, as amended, no other person is required to sign these Post-Effective Amendments to the Registration Statements.

FAQ

What does the AMED S-8 post-effective amendment do?

The filing deregisters any registered but unsold or unissued shares of Amedisys common stock under eight prior S-8 registration statements.

Which employee plans are affected by the deregistration?

The filing references the Employee Stock Purchase Plan, the 1998 Stock Option Plan, the Directors' Stock Option Plan, the 2008 Omnibus Incentive Compensation Plan and the 2018 Omnibus Incentive Compensation Plan.

How many prior S-8 registration statements are listed?

Eight prior S-8 registration statements are listed by registration number with the share amounts each originally covered.

Does the filing report any new share issuances or cancellations?

No. The document only deregisters registered but unsold or unissued shares; it does not report new issuances or cancellations.

Who signed the deregistration filing for Amedisys?

The filing is signed by Richard Ashworth, President and Chief Executive Officer.