OZRK Bank Ozk (MM)

As filed with the Securities and Exchange Commission on June 26, 2017.

 

Registration Statement No. 333-32173

Registration Statement No. 333-32175

Registration Statement No. 333-74577

Registration Statement No. 333-68596

Registration Statement No. 333-183909

Registration Statement No. 333-183910

Registration Statement No. 333-194720

Registration Statement No. 333-194721

Registration Statement No. 333-204266

Registration Statement No. 333-204268

Registration Statement No. 333-211419

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Post-Effective Amendment No. 1 (No. 333-32173)

Post-Effective Amendment No. 1 (No. 333-32175)

Post-Effective Amendment No. 1 (No. 333-74577)

Post-Effective Amendment No. 1 (No. 333-68596)

Post-Effective Amendment No. 1 (No. 333-183909)
Post-Effective Amendment No. 1 (No. 333-183910)

Post-Effective Amendment No. 1 (No. 333-194720)

Post-Effective Amendment No. 1 (No. 333-194721)

Post-Effective Amendment No. 1 (No. 333-204266)

Post-Effective Amendment No. 1 (No. 333-204268)

Post-Effective Amendment No. 1 (No. 333-211419)

to

FORM S-8

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 

BANK OF THE OZARKS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Arkansas		6022		71-0556208
(State or other jurisdiction of incorporation or organization)		(Primary Standard Industrial Classifications Code Number)		(I.R.S. Employer Identification Number)

17901 Chenal Parkway

Little Rock, Arkansas 72223

(501) 978-2265

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

 

 

 

 

 

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Second Amended and Restated Bank of the Ozarks, Inc. 2009 Restricted Stock and Incentive Plan

Bank of the Ozarks, Inc. Amended and Restated Stock Option Plan

Bank of the Ozarks, Inc. Non-Employee Director Stock Option Plan

Bank of the Ozarks, Inc. Non-Employee Director Stock Plan

Bank of the Ozarks, Inc. 401(k) Retirement Savings Plan

(Full title of the plans)

 

 

Greg L. McKinney

Chief Financial Officer and Chief Accounting Officer

Bank of the Ozarks, Inc.

17901 Chenal Parkway

Little Rock, Arkansas 72223

Tel. (501) 978-2265

(Name, address, including zip code, and telephone number, including area code, of agent for service)

 

 

With copies of all communications to:

 

 

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.

 

Large accelerated filer		☒		Accelerated filer		☐
Non-accelerated filer		☐   (Do not check if a smaller reporting company)		Smaller reporting company		☐
				Emerging growth company		☐

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

 

This Post-Effective Amendment relates to the following Registration Statements on Form S-8 (collectively, the “Registration Statements”), filed by Bank of the Ozarks, Inc., an Arkansas corporation (the “Company”), with the Securities and Exchange Commission (the “Commission”):

 

 

 

 

 

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On June 26, 2017, pursuant to an Agreement and Plan of Merger, dated as of April 10, 2017, by and between the Company and Bank of the Ozarks, an Arkansas state banking corporation and a wholly-owned subsidiary of the Company (the “Bank”), the Compan y was merged with and into the Bank, with the Bank surviving the merger (the “Reorganization”).

 

In connection with the Reorganization, the Bank has assumed the Company’s existing employee and non-employee director stock-based benefit plans, including th e plans identified above, together with the Company’s obligations with respect to outstanding stock options, stock awards and stock grants thereunder. Pursuant to Section 3(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), securities issued by the Bank, including the Bank’s common stock to be issued in connection with such plans and, in the case of the 401(k) Plan, the plan interests issued thereunder, are exempt from registration under the Securities Act.

 

As a result of the Reorganization, the Company has terminated any and all offerings of securities pursuant to the Registration Statements. The Company, by filing this Post-Effective Amendment, hereby terminates the effectiveness of the Registration Statements and removes from registration any and all securities registered but unsold or otherwise unissued under the Registration Statements as of the date hereof.

 

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SIGNATU RES

 

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this post-effective amendment to the Registration Statements to be signed on its behalf by the undersigned hereunto duly authorized, in the City of Little Rock, State of Arkansas, on June 26, 2017.

 

 

	BANK OF THE OZARKS, INC.
	By: /s/ Greg McKinney
	Name: Greg McKinney Title: Chief Financial Officer and Chief Accounting Officer

 

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.

 

SIGNATURE		TITLE		DATE
/s/ George Gleason     George Gleason		Chairman of the Board, Chief Executive Officer and Director		June 26, 2017
/s/ Greg McKinney     Greg McKinney		Chief Financial Officer and Chief Accounting Officer		June 26, 2017
/s/ Dan Thomas     Dan Thomas		Vice Chairman, President – Real Estate Specialties Group and Chief Lending Officer and Director		June 26, 2017
/s/ Paula Cholmondeley     Paula Cholmondeley		Director		June 26, 2017
/s/ Richard Cisne     Richard Cisne		Director		June 26, 2017
/s/ Kathleen Franklin     Kathleen Franklin		Director		June 26, 2017
/s/ Catherine B. Freedberg     Catherine B. Freedberg		Director		June 26, 2017
/s/ Linda Gleason     Linda Gleason		Director		June 26, 2017
/s/ Peter Kenny     Peter Kenny		Director		June 26, 2017
/s/ William Koefoed     William Koefoed		Director		June 26, 2017

 

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/s/ Henry Mariani     Henry Mariani		Director		June 26, 2017
/s/ Water J. Mullen, III     Walter J. Mullen, III		Director		June 26, 2017
/s/ John Reynolds     John Reynolds		Director		June 26, 2017
/s/ Ross Whipple     Ross Whipple		Director		June 26, 2017