Post-effective Amendment to Registration Statement for Employee Benefit Plan (Form S-8 POS)

wy-s8pos.htm

As filed with the Securities and Exchange Commission on June 29, 2022

Registration No. 333-182810

Registration No. 333-182224

Registration No. 333-159379

Registration No. 333-140996

Registration No. 333-119184

Registration No. 333-113422

Registration No. 333-86114

Registration No. 333-53010

Registration No. 333-56673

Registration No. 333-10165

Registration No. 033-60529

Registration No. 033-60527

Registration No. 033-60525

Registration No. 033-60521

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT TO FORM S-8 REGISTRATION STATEMENT NOs. 333-182810, 333-182224, 333-159379, 333-140996, 333-119184, 333-113422, 333-86114, 333-53010, 333-56673, 333-10165, 033-60529, 033-60527, 033-60525, AND 033-60521

UNDER

THE SECURITIES ACT OF 1933

WEYERHAEUSER COMPANY

(Exact Name of Registrant as Specified in Its Charter)

WEYERHAEUSER 401(k) PLAN

(Full Title of the Plan)

Kristy T. Harlan
Corporate Secretary

Weyerhaeuser Company

220 Occidental Avenue South

Seattle, Washington 98104-7800

(206) 539-3000.

(Name, Address and Telephone Number, Including Area Code, of Agent for Service)

Copy to:

J. Sue Morgan

Perkins Coie LLP

1201 Third Avenue, Suite 4800

Seattle, Washington 98101-3099

(206) 359-8000

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.

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

These post-effective amendments are being filed to deregister certain securities originally registered by Weyerhaeuser Company, a Washington corporation (the Registrant"), with the Securities and Exchange Commission (the "Commission") pursuant to the registration statements on Form S-8 listed below (collectively, the "Prior Registration Statements") with respect to shares of common stock of the Registrant, par value $1.25 per share (the "Common Stock"), thereby registered for offer or sale pursuant to the Weyerhaeuser 401(k) Plan and its predecessor plans (the "Plan"):

The Prior Registration Statements also registered an indeterminate amount of interests to be offered or sold pursuant to the Plan.

Pursuant to the undertakings contained in the Prior Registration Statements to remove from registration, by means of a post-effective amendment, any of the securities registered that remain unissued at the termination of the offering, the Company is filing these post-effective amendments to the Prior Registration Statements to deregister, and does

hereby remove from registration, all shares of Common Stock and all Plan interests that had been registered under the Prior Registration Statements.

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 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 Seattle, State of Washington, on June 29, 2022.

Pursuant to the requirements of the Securities Act of 1933 these post-effective amendments to the Registration Statements on Form S-8 have been signed by the following persons in the capacities and on the date indicated.

The Plan. Pursuant to the requirements of the Securities Act of 1933, as amended, the trustees (or other persons who administer the employee benefit plans) have duly caused thesepost-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 Seattle, State of Washington, on June 29, 2022.

Public link

Please use the above public link if you want to share this noodl on another website.