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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________
FORM 10-K
______________
12
1212
12 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934. 2
For the Fiscal Year Ended December 31, 2005
OR
3
33
32
22
2 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934. 2
For the transition period from to
Commission file number: 000-26427
______________
Stamps.com Inc.
(Exact name of Registrant as specified in its charter)
______________
12959 Coral Tree Place
Los Angeles, California 90066
(Address of Principal Executive Offices)
Registrant’s Telephone Number, Including Area Code: (310) 482-5800
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Title of each class: Common Stock, $0.001 par value
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes 32 No 12
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes 32 No 12
Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes 12 No 32
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. 32
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of
“accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes 32 No 12
As of June 30, 2005, the approximate aggregate market value of voting common stock held by non-affiliates of the Registrant was
$430,705,369 (based upon the closing price for shares of the Registrant’s Common Stock as reported by The Nasdaq National Market System
on that date). As of February 28, 2006, there were approximately 23,643,274 shares of the Registrant’s Common Stock issued and outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Registrant’s Proxy Statement for the Annual Meeting of Stockholders currently expected to be held on June 7, 2006, to be filed
with the Securities and Exchange Commission, are incorporated by reference in Part III of this Form 10-K.
(Mark One)
Delaware 77-0454966
(State or Other Jurisdiction of
Incorporation or Organization) (I.R.S. Employer
Identification Number)
Large accelerated filer 3
33
32
22
2 Accelerated filer 12
1212
12 Non-accelerated filer 3
33
32
22
2