As filed with the Securities and Exchange Commission on December 20, 2021.

Registration No. 333-234350

Registration No. 333-214452

Registration No. 333-181837

Registration No. 333-106881

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

Post-Effective Amendment No. 1

to

FORM S-8

REGISTRATION STATEMENT NO. 333-234350

Post-Effective Amendment No. 1

to

FORM S-8

REGISTRATION STATEMENT NO. 333-214452

Post-Effective Amendment No. 1

to

FORM S-8

REGISTRATION STATEMENT NO. 333-181837

Post-Effective Amendment No. 2

to

FORM S-8

REGISTRATION STATEMENT NO. 333-106881

UNDER

THE SECURITIES ACT OF 1933

FirstCash Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter)

1600 West 7^th Street

Ft. Worth, Texas 76102

(Address, Including Zip Code, of Principal Executive Offices)

FirstCash Holdings, Inc. 2019 Long-Term Incentive Plan

FirstCash Holdings, Inc. 2011 Long-Term Incentive Plan

FirstCash 401(k) Profit Sharing Plan

(Full Title of the Plan)

Rick L. Wessel

Chief Executive Officers

FirstCash Holdings, Inc.

1600 West 7^th Street

Ft. Worth, Texas 76102

(817) 355-1100

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

With a copy to:

John B. Shannon, Esq.

Alston & Bird LLP

1201 West Peachtree Street

Atlanta, Georgia 30309

(404) 881-7000

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.  ☐

EXPLANATORY NOTE

This Post-Effective Amendment (the “Post-Effective Amendment”) relates to the following Registration Statements on Form S-8 (the “Registration Statements”), filed by FirstCash, Inc. a Delaware corporation (“FirstCash” or “Predecessor Registrant”) with the Securities and Exchange Commission (the “Commission”):

This Post-Effective Amendment is being filed pursuant to Rule 414 under the Securities Act of 1933, as amended (the “Securities Act”), by FirstCash Holdings, Inc., a Delaware corporation (“FirstCash Holdings” or the “Company”), as the successor registrant to Predecessor Registrant to reflect a reorganization of the Predecessor Registrant into a new holding company structure.

To effect the reorganization, the Predecessor Registrant formed the Company and in turn caused the Company to form Atlantis Merger Sub, Inc., a Delaware corporation and direct, wholly-owned subsidiary of the Company (“Merger Sub”). The holding company organizational structure was implemented pursuant to Section 251(g) of the General Corporation Law of the State of Delaware (the “DGCL”) by the merger of Merger Sub with and into the Predecessor Registrant (the “Merger”). The Predecessor Registrant survived the Merger as a direct, wholly-owned subsidiary of the Company and each outstanding share of capital stock of the Predecessor Registrant was converted in the Merger into a share of capital stock of the Company having the same designations, rights, powers and preferences and the qualifications, limitations and restrictions thereof, as the share of the Predecessor Registrant’s capital stock being converted, and each share of Company common stock outstanding was cancelled.

Immediately following the Merger, the Company also entered into an Assignment and Assumption Agreement (the “Assignment and Assumption Agreement”) with the Predecessor Registrant pursuant to which the Company assumed all of the Predecessor Registrant’s rights and obligations under all of its equity incentive plans and related agreements, including obligations with respect to the issuance of shares pursuant to the 2019 Long-Term Incentive Plan, the 2011 Long-Term Incentive Plan and the 401(k) Profit Sharing Plan.

Following the Merger, the Company is the successor issuer to the Predecessor Registrant pursuant to Rule 414 under the Securities Act. In accordance with paragraph (d) of Rule 414 under the Securities Act, the Company hereby expressly adopts the Registration Statements as its own registration statements, including the prospectuses contained in Part I thereof (except as specifically amended by this Post-Effective Amendment) for all purposes of the Securities Act and the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Registration fees were paid at the time of filing the original Registration Statements.

PART I

INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

(a) The documents containing the information specified in Part I of this Registration Statement will be sent or given to participants in the Plan as specified by Rule 428(b)(1) under the Securities Act. These documents and the documents incorporated by reference in this Registration Statement pursuant to Item 3 of Part II of this form, taken together, constitute a prospectus that meets the requirements of Section 10(a) of the Securities Act.

(b) Upon written or oral request, the Company will provide, without charge, the documents incorporated by reference in Item 3 of Part II of this Registration Statement. The documents are incorporated by reference in the Section 10(a) prospectus. The Company will also provide, without charge, upon written or oral request, other documents required to be delivered to participants pursuant to Rule 428(b). Requests for the above-mentioned information should be directed to R. Douglas Orr, the Company’s Chief Financial Officer, at the address and telephone number on the cover of this Registration Statement.

PART II

INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

The following documents filed with the Securities and Exchange Commission (the “Commission”) pursuant to the Exchange Act are hereby incorporated by reference into this Registration Statement:

(1) The Predecessor Registrant’s Annual Report on Form 10-K for the year ending December 31, 2020;

(2) The 401(k) Profit Sharing Plan Annual Report on Form 11-K for the year ended December 31, 2020;

(3) The Predecessor Registrant’s Quarterly Reports on Form 10-Q for the quarters ending March 31, 2021, June  30, 2021 and September 30, 2021;

(4) The Predecessor Registrant’s Current Reports on Form 8-K (excluding any information and exhibits furnished under Item 2.02 or 7.01 thereof) filed with the Commission on January  28, 2021, February  24, 2021, April  21, 2021, May  4, 2021, June  4, 2021, July  21, 2021, August  3, 2021, September  7, 2021, September  23, 2021, October  20, 2021, October  28, 2021, November  1, 2021, December  7, 2021, and December 13, 2021;

(5) All other reports filed by the Predecessor Registrant pursuant to Section 13(a) or 15(d) of the Exchange Act since December 31, 2020;

(6) The Company’s Current Reports on Form 8-K filed with the Commission on December 16, 2021 and December 17, 2021;

(7) The description of the Company’s Common Stock contained in Exhibit 99.1 to the Company’s Current Report on Form 8-K filed with the Commission on December 16, 2021, which updates the description of the Predecessor Registrant’s Common Stock contained in the Predecessor Registrant’s Registration Statement on S-1/A, File No. 33-86052, filed with the Commission on November 19, 1996, including any amendment or report filed for the purpose of updating such description.

(8) All other documents subsequently filed by the Company or the 401(k) Profit Sharing Plan pursuant to Section 13(a), 13(c), 14 and 15(d) of the Exchange Act prior to the filing of a post-effective amendment to this Registration Statement that indicates that all securities offered have been sold or that deregisters all securities that remain unsold.

Any statement contained in a document incorporated or deemed incorporated herein by reference shall be deemed to be modified or superseded for the purpose of this Registration Statement to the extent that a statement contained herein or in any subsequently filed document which also is, or is deemed to be, incorporated herein by reference modifies or supersedes such statement. Any such statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this Registration Statement.

Item 4. Description of Securities.

Not applicable.

Item 5. Interests of Named Experts and Counsel.

Not applicable.

Item 6. Indemnification of Directors and Officers.

Section 145 of the Delaware General Corporation Law (the “DGCL”) provides, in summary, that directors and officers of Delaware corporations are entitled, under certain circumstances, to be indemnified against all expenses and liabilities (including attorneys’ fees) incurred by them as a result of suits brought against them in their capacity as directors or officers if they acted in good faith and in a manner they reasonably believed to be in or not opposed to the Company’s best interests and, with respect to any criminal action or proceeding, if they had no reasonable cause to believe their conduct was unlawful; provided that no indemnification may be made against expenses in respect of any claim, issue, or matter as to which they shall have been adjudged to be liable to us, unless and only to the extent that the court in which such action or suit was brought shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the case, they are fairly and reasonably entitled to indemnity for such expenses as the court shall deem proper. Any such indemnification may be made by us only as authorized in each specific case upon a determination by the stockholders, disinterested directors, or independent legal counsel that indemnification is proper because the indemnitee has met the applicable standard of conduct.

Section 102(b)(7) of the DGCL permits a corporation to provide in its certificate of incorporation that a director of the corporation shall not be personally liable to the corporation or its stockholders for monetary damages for breach of fiduciary duty as a director except for liability for any breach of the director’s duty of loyalty to the corporation or its stockholders, for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, for unlawful payments of dividends or unlawful stock repurchases, redemptions, or other distributions, or for any transaction from which the director derived an improper personal benefit.

The Company’s certificate of incorporation and bylaws provide that the Company shall indemnify its directors and officers to the fullest extent permitted by law and that no director shall be liable for monetary damages to the Company or its stockholders for any breach of fiduciary duty, except to the extent provided by applicable law.

The Company currently maintains liability insurance for its directors and officers.

Item 7. Exemption from Registration Claimed.

Not applicable.

Item 8. Exhibits.

Except as indicated below as being incorporated by reference to another filing with the Commission by the Company, the following exhibits to this Registration Statement are being filed herewith:

In lieu of the opinion of counsel or determination letter contemplated by Item 601(b)(5)(ii) of Regulation S-K with respect to the 401(k) Profit Sharing Plan, the Company hereby confirms that it has submitted the 401(k) Profit Sharing Plan and any amendment thereto to the Internal Revenue Service (“IRS”) in a timely manner and has made all changes required by the IRS in order to qualify the Retirement and Savings Plan under Section 401 of the Internal Revenue Code of 1986, as amended.

Item 9. Undertakings.

(a) The undersigned Company hereby undertakes:

(1) To file, during any period in which offers or sales are being made, a post-effective amendment to this Registration Statement:

(i) To include any prospectus required by Section 10(a)(3) of the Securities Act of 1933;

(ii) To reflect in the prospectus any facts or events arising after the effective date of this Registration Statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in this Registration Statement;

(iii) To include any material information with respect to the plan of distribution not previously disclosed in this Registration Statement or any material change to such information in this Registration Statement;

provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) above do not apply if the registration statement is on Form S-3, Form S-8, or Form F-3 and the information required to be included in a post-effective amendment by those paragraphs is contained in periodic reports filed with or furnished to the Commission by the Company pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that are incorporated by reference in this Registration Statement.

(2) That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

(3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.

(b) The undersigned Company hereby undertakes that, for purposes of determining any liability under the Securities Act of 1933, each filing of the Company’s annual report pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing of an employee benefit plan’s annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934) that is incorporated by reference in this Registration Statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

(c) Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the Company pursuant to the foregoing provisions, or otherwise, the Company has been advised that in the opinion of the Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Company of expenses incurred or paid by a director, officer or controlling person of the Company in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Company will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, 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 this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Ft. Worth, State of Texas, on December 20, 2021.

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Rick L. Wessel and R. Douglas Orr, and each of them, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any or all amendments (including post-effective amendments) to this Registration Statement, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of the, or their or his substitutes, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.

Pursuant to the requirements of the Securities Act of 1933, the trustees (or other persons who administer the employee benefit plan) have duly caused this this post-effective amendment to Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Ft. Worth, State of Texas, on December 20, 2021.

Exhibit 5.1

ALSTON&BIRD LLP

One Atlantic Center

1201 West Peachtree Street

Atlanta, GA 30309-3424

404-881-7000

Fax: 404-253-8876

www.alston.com

December 20, 2021

FirstCash Holdings, Inc.

1600 West 7th Street

Ft. Worth, Texas 76102

FirstCash Holdings, Inc. 2019 Long-Term Incentive Plan

FirstCash Holdings, Inc. 2011 Long-Term Incentive Plan

FirstCash 401(k) Profit Sharing Plan

Ladies and Gentlemen:

We have acted as counsel to FirstCash Holdings, Inc., a Delaware corporation (the “Company”), in connection with the preparation and filing of a Post-Effective Amendment (the “Post-Effective Amendment”) to the following Registration Statements on Form S-8 (the “Registration Statements”), filed by FirstCash, Inc. a Delaware corporation (the “Predecessor Registrant”) with the Securities and Exchange Commission (the “Commission”):

Atlanta • Brussels • Charlotte • Dallas • Los Angeles • New York • Research Triangle • Silicon Valley • Ventura County • Washington, D.C.

December 20, 2021

Page 2

The Company became the successor to the Predecessor Registrant on December 16, 2021, pursuant to a reorganization of the Predecessor Registrant into a new holding company structure. To effect the reorganization, the Predecessor Registrant formed the Company and caused the Company to form Atlantis Merger Sub, Inc., a Delaware corporation and direct, wholly-owned subsidiary of the Company (“Merger Sub”). The new holding company structure was implemented pursuant to Section 251(g) of the Delaware General Corporation Law by the merger of Merger Sub with and into the Predecessor Registrant (the “Merger”).

The Predecessor Registrant survived the Merger as a direct, wholly-owned subsidiary of the Company, and each outstanding share of capital stock of the Predecessor Registrant was converted in the Merger into a share of capital stock of the Company having the same rights, powers, preferences, qualifications, limitations and restrictions.

Immediately following the Merger, the Company assumed all of the Predecessor Registrant’s rights and obligations under all of its equity incentive plans and related agreements, including obligations with respect to the issuance of shares pursuant to the 2019 Long-Term Incentive Plan, the 2011 Long-Term Incentive Plan and the 401(k) Profit Sharing Plan (the three plans, collectively, are referred to as the “Plans”).

In accordance with paragraph (d) of Rule 414 under the Securities Act of 1933, as amended (the “Securities Act”), the Post-Effective Amendment is being filed by the Company, as the successor registrant to Predecessor Registrant, to expressly adopt the Registration Statements as its own registration statements for all purposes of the Securities Act and the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Registration Statements, as amended by the Post-Effective Amendment, relate to the offer and sale by the Company of shares of its Common Stock (the “Shares”) under the Plans.

We have examined the Amended and Restated Certificate of Incorporation of the Company, the Amended and Restated Bylaws of the Company, records of proceedings of the Board of Directors, or committees thereof, of the Company deemed by us to be relevant to this opinion letter, the Plans and the Registration Statements. We also have made such further legal and factual examinations and investigations as we deemed necessary for purposes of expressing the opinions set forth herein. In our examination, we have assumed the genuineness of all signatures, the legal capacity of all natural persons, the authenticity of all documents submitted to us as original documents and the conformity to original documents of all documents submitted to us as certified, conformed, facsimile, electronic or photostatic copies.

December 20, 2021

Page 3

As to certain factual matters relevant to this opinion letter, we have relied conclusively upon originals or copies, certified or otherwise identified to our satisfaction, of such other records, agreements, documents and instruments, including certificates or comparable documents of officers of the Company and of public officials, as we have deemed appropriate as a basis for the opinions hereinafter set forth. Except to the extent expressly set forth herein, we have made no independent investigations with regard to matters of fact, and, accordingly, we do not express any opinion as to matters that might have been disclosed by independent verification.

Our opinions set forth below are limited to the General Corporation Law of the State of Delaware, applicable provisions of the Constitution of the State of Delaware and reported judicial decisions interpreting such General Corporation Law and Constitution that, in our professional judgment, are normally applicable to transactions of the type contemplated by the Plans, and we do not express any opinion herein concerning any other laws.

We are furnishing this opinion letter pursuant to Item 8 of Form S-8 and Item 601(b)(5) of Regulation S-K. The opinion letter is provided for use in connection with the transactions contemplated by the Registration Statements and may not be used, circulated, quoted or otherwise relied upon for any other purpose without our express written consent. The only opinions rendered by us consist of those matters set forth in the immediately following paragraph, and no opinions may be implied or inferred beyond the opinions expressly stated.

Based on the foregoing, it is our opinion that the Shares to be issued under the 2019 Long-Term Incentive Plan, the 2011 Long-Term Incentive Plan and the 401(k) Profit Sharing Plan are duly authorized, and, when issued by the Company in accordance with the terms of such plans, will be validly issued, fully paid and non-assessable.

We consent to the filing of this opinion letter as an exhibit to the Post-Effective Amendment and to the use of our name wherever appearing in the Registration Statements. In giving such consent, we do not thereby admit that we are within the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations of the Commission thereunder.

Exhibit 23.2

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in this Post-Effective Amendment No. 1 to the Registration Statement (No. 333-234350), Post-Effective Amendment No. 1 to the Registration Statement (No. 333- 214452), Post-Effective Amendment No. 1 to the Registration Statement (No. 333-181837), and Post- Effective Amendment No. 2 to the Registration Statement (No. 333-106881) on Form S-8 of FirstCash Holdings, Inc. of our reports dated February 1, 2021, relating to the consolidated financial statements and the effectiveness of internal control over financial reporting of FirstCash, Inc., appearing in the Annual Report on Form 10-K of FirstCash, Inc. for the year ended December 31, 2020.

/s/ RSM US LLP

Dallas, Texas

December 20, 2021

Exhibit 23.3

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in this Post-Effective Amendment to the Registration Statements on Form S-8 (Nos. 333-234350, 333-214452, 333-181837, and 333-106881) of our report dated June 15, 2021, relating to the financial statements and supplemental schedule of FirstCash 401(k) Profit Sharing Plan included in its Annual Report on Form 11-K.

/s/ Whitley Penn LLP

Fort Worth, Texas

December 20, 2021