CAB Cabelas Class A (delisted)

Cabela’s Incorporated 1997 Stock Option Plan

Cabela’s Incorporated Employee Stock Purchase Plan

Cabela’s Incorporated 401(k) Plan

Cabela’s Incorporated 2004 Stock Plan, as amended through the amendment and restatement effective May 12, 2009

2009 Stand-Alone Inducement Awards to Thomas L. Millner

Cabela’s Incorporated 2013 Stock Plan

Cabela’s Incorporated 2013 Employee Stock Purchase Plan

(Full title of the plans)

Ralph W. Castner

Executive Vice President and Chief Financial Officer

Cabela’s Incorporated

One Cabela Drive

Sidney, Nebraska 69160

(308) 254-5505

(Name, address and 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.

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

Cabela’s Incorporated, a Delaware corporation (the “ Company ”), is filing with the United States Securities and Exchange Commission (the “ SEC ”) these Post-Effective Amendments (these “ Post-Effective Amendments ”) to deregister all shares of the Company’s Class A Common Stock, par value $0.01 per share (the “ Class  A Common Stock ”) originally registered by the Company pursuant to the Registration Statements on Form S-8 (each a “ Registration Statement ,” and collectively, the “ Registration Statements ”) listed below, which have not been sold or otherwise issued as of the date of filing of these Post-Effective Amendments:

On September 25, 2017, the Company completed its previously disclosed merger with Bass Pro Group, LLC, a Delaware limited liability company (“ Parent ”), that was contemplated by that certain Agreement and Plan of Merger, dated as of October 3, 2016, by and among the Company, Parent and Prairie Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“ Sub ”), which was amended by the Amendment to Agreement and Plan of Merger, dated as of April 17, 2017 (as amended, the “ Merger Agreement ”). Pursuant to the Merger Agreement, Sub merged with and into the Company (the “ Merger ”), with the Company continuing as the surviving corporation in the Merger and a wholly owned subsidiary of Parent. As a result of the Merger, each outstanding share of Class A Common Stock was automatically converted into the right to receive the merger consideration described in the Merger Agreement. In connection with the Merger, the Company is terminating all offerings of its securities pursuant to the Registration Statements.