Post-effective Amendment to an S-8 Filing (s-8 Pos)
April 25 2014 - 4:01PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on April 25 , 2014
Post-Effective Amendment No. 1 to Registration Statement on Form S-8 (No. 333-153682)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
Hancock Fabrics, Inc.
(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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64-0740905
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(State or Other Jurisdiction of
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(I.R.S. Employer
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Incorporation or Organization)
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Identification No.)
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One Fashion Way
Baldwyn, Mississippi 38824
(Address, Including Zip Code, of Principal Executive Offices)
2001 Stock Incentive Plan
(Full title of the plans)
Steven R. Morgan
Hancock Fabrics, Inc.
One Fashion Way
Baldwyn, MS 38824
(662) 365-6000
(Name, Address and Telephone Number, Including Area Code, of Agent For Service)
COPY TO:
C. Brophy Christensen, Esq.
Eric Sibbitt, Esq.
O’Melveny & Myers LLP
2 Embarcadero Center, 28
th
Floor
San Francisco, CA, 94111
(415) 984-8700
RECENT EVENTS: DEREGISTRATION
Hancock Fabrics, Inc., a Delaware corporation (the “Registrant”), is filing this Post-Effective Amendment No. 1 to Form S-8 Registration Statement to deregister certain securities originally registered by the Registrant pursuant to its Registration Statement on Form S-8 filed with the Securities and Exchange Commission (the “Commission”) on September 26, 2008 (Commission File No. 333-153682) and referred to herein as the “Registration Statement”) with respect to shares of the Registrant’s common stock (the “Common Stock”), thereby registered for offer or sale pursuant to the 2001 Stock Incentive Plan (the “Plan”). A total of 3,150,000 shares of Common Stock were initially registered for issuance under the Registration Statement.
The purpose of this Post-Effective Amendment No. 1 to Form S-8 Registration Statement is to deregister the shares of Common Stock that were originally registered under the Registration Statement, to the extent that such shares have not previously been issued (referred to herein as the “Remaining Plan Shares”). The Remaining Plan Shares (if any) are hereby deregistered.
SIGNATURES
Pursuant to the requirements of the Securities Act, 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 this Post-Effective Amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Baldwyn, State of Mississippi, on April 25, 2014.
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Hancock Fabrics, Inc.
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By:
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/s/ Steven R. Morgan
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Name: Steven R. Morgan
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Title: President and Chief Executive Officer
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Note: No other person is required to sign this Post-Effective Amendment No. 1 in reliance on Rule 478 of the Securities Act of 1933.