1 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 23, 1997 REGISTRATION NO. 33-72124 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ISIS PHARMACEUTICALS, INC. (Exact name of Registrant as specified in its charter) Delaware 33-0336973 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification Number) 2292 Faraday Avenue Carlsbad, California 92008 (760) 931-9200 (Address, including zip code, and telephone number, include area code, of Registrant's principal executive offices) B. Lynne Parshall, Esq. Executive Vice President and Chief Financial Officer ISIS PHARMACEUTICALS, INC. 2292 Faraday Avenue Carlsbad, California 92008 (760) 931-9200 (Name, address, including zip code, and telephone number, including area code, of agent for service) Copy to: D. Bradley Peck, Esq. COOLEY GODWARD LLP 4365 Executive Drive San Diego, CA 92121 (619) 550-6000 ================================================================================ 2 This Post-Effective Amendment No. 1 is being filed to deregister 1,098,684 shares of Common Stock (the "Shares") of Isis Pharmaceuticals, Inc. covered by the Form S-3 Registration Statement No. 33-72124 (the "Registration Statement"). The Shares are no longer being offered by the holders thereof in registered resale transactions described in the prospectus filed as part of the Registration Statement. 2 3 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized, in the city of Carlsbad, County of San Diego, State of California, on the 22nd day of July 1997. ISIS PHARMACEUTICALS, INC. By: /s/ B. LYNNE PARSHALL ------------------------------------ B. Lynne Parshall Executive Vice President and Chief Financial Officer Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed below by the following persons in the capacities indicated and on the dates indicated. *By: /s/ B. LYNNE PARSHALL ------------------------------ B. Lynne Parshall, Attorney- in-Fact 3
SIGNATURE TITLE DATE --------- ----- ---- * Chairman of the Board and Chief July 22, 1997 - ---------------------------------- Executive Officer (Principal Stanley T. Crooke, M.D., Ph.D executive officer) /s/ B. LYNNE PARSHALL Executive Vice President and July 22, 1997 - ---------------------------------- Chief Financial Officer B. Lynne Parshall (Principal financial and accounting officer) * President, Chief Operating July 22, 1997 - ---------------------------------- Officer and Director Daniel L. Kisner, M.D. * Director July 22, 1997 - ---------------------------------- Burkhard Blank * Director July 22, 1997 - ---------------------------------- Christopher F.O. Gabrieli * Director July 22, 1997 - ---------------------------------- Alan C. Mendelson * Director July 22, 1997 - ---------------------------------- William R. Miller * Director July 22, 1997 - ---------------------------------- Mark B. Skaletsky * Director July 22, 1997 - ---------------------------------- Larry Soll, Ph.D. * Director July 22, 1997 - ---------------------------------- Joseph H. Wender