Alabama National Bancorporation - Post-Effective Amendment to an S-8 filing (S-8 POS)
February 25 2008 - 6:02AM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on February 22, 2008
Registration No. 333-70207
UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 2
TO FORM S-8 REGISTRATION STATEMENT NO.
333-70207
Under The Securities Act of 1933
ALABAMA NATIONAL BANCORPORATION
(Exact name of registrant as specified in its
charter)
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Delaware
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63-1114426
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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1927 First Avenue North
Birmingham, Alabama
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35203
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(Address of principal executive offices)
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(Zip code)
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First American Bank
401(K) Savings Plan
(Full Title of Plan)
John H. Holcomb, III
Chairman and
Chief Executive Officer
1927 First Avenue North
Birmingham, AL 35203
(205) 583-3600
(Name and address, including zip code, and telephone number, including area code, of agent for service)
With Copies to:
Christopher B. Harmon, Esq.
Maynard, Cooper & Gale, P.C.
1901 Sixth Avenue North
Suite 2400
Birmingham, Alabama 35203
(205) 254-1000
DEREGISTRATION OF UNSOLD SECURITIES
This post-effective amendment relates to the following registration statement on Form S-8 (as amended, the Registration Statement), filed by
Alabama National BanCorporation, a Delaware corporation (the Company), with the Securities and Exchange Commission, registering shares of the Companys common stock, $1.00 par value per share (the Common Stock), and plan
interests:
File No. 333-70207, filed on January 7, 1999, registering 25,000 shares of Common Stock and an
indeterminate amount of plan interests.
Promptly following the filing of this post-effective amendment, it is expected that the Company
will merge with and into RBC Centura Banks, Inc., with RBC Centura Banks, Inc. as the surviving corporation. The offering pursuant to the Registration Statement has been terminated as a result of such merger or otherwise. In accordance with the
undertakings made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities that remain unsold at the termination of the offering, the Company is filing this
Post-Effective Amendment No. 2 and hereby removes from registration all shares of Common Stock and plan interests that remain unsold under the Registration Statement. As a result of this deregistration, no securities remain registered for sale
pursuant to the Registration Statement.
2
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, 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 No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Birmingham, State of Alabama, on the 22
nd
day of February, 2008.
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ALABAMA NATIONAL BANCORPORATION
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By:
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S
/ J
OHN
H. H
OLCOMB
, III
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John H. Holcomb, III
Its Chairman and Chief Executive Officer
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Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment
No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
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Signature
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Title
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Date
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S
/ J
OHN
H. H
OLCOMB
, III
John H. Holcomb, III
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Chairman and Chief Executive Officer
(principal
executive officer)
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February 22, 2008
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*
Dan M. David
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Vice Chairman and Director
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February 22, 2008
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S
/ R
ICHARD
M
URRAY
, IV
Richard Murray, IV
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President, Chief Operating Officer and Director
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February 22, 2008
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S
/ W
ILLIAM
E. M
ATTHEWS
, V
William E. Matthews, V
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Executive Vice President and Chief Financial Officer
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February 22, 2008
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S
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HELLY
S. W
ILLIAMS
Shelly S. Williams
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Senior Vice President and Controller
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February 22, 2008
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*
W. Ray Barnes
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Director
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February 22, 2008
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John D. Johns
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Director
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February 22, 2008
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John J. McMahon, Jr.
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Director
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February 22, 2008
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C. Phillip McWane
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Director
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February 22, 2008
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William D. Montgomery
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Director
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February 22, 2008
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Drayton Nabers, Jr.
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Director
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February 22, 2008
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G. Ruffner Page, Jr.
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Director
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February 22, 2008
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W. Stancil Starnes
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Director
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February 22, 2008
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* By:
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S
/ J
OHN
H. H
OLCOMB
, III
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John H. Holcomb, III
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Attorney-in-fact
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The Plan.
Pursuant to the requirements of the Securities Act of 1933, as amended, Alabama National
BanCorporation has duly caused this Post-Effective Amendment No. 2 to be signed on the Plans behalf by the undersigned, thereunto duly authorized, in the City of Birmingham, State of Alabama, on February 22, 2008.
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ALABAMA NATIONAL BANCORPORATION
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By:
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S
/ J
OHN
H. H
OLCOMB
, III
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John H. Holcomb, III
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Its Chairman and Chief Executive Officer
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