Post-effective Amendment to an S-8 Filing (s-8 Pos)
October 24 2017 - 4:17PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on October 24, 2017
Registration
No. 333-190625
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 1
TO
FORM
S-8
REGISTRATION STATEMENT NO.
333-190625
UNDER
THE SECURITIES ACT
OF 1933
CU BANCORP
(Exact name
of registrant as specified in its charter)
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California
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99-0779788
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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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818 West 7
th
Street, Suite 220
Los Angeles, CA
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90017
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(Address of principal executive offices)
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(Zip Code)
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California United Bank 2005 Stock Option Plan
California United Bank 2007 Equity and Incentive Plan
(Full Title of the Plan)
Kori L. Ogrosky
PacWest
Bancorp
9701 Wilshire Boulevard, Suite 700
Beverly Hills, California 90212
(310)
887-8500
(Name, address, including zip code, 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:
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Large accelerated filer
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☐
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Accelerated filer
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☒
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Non-accelerated filer
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☐ (Do not check if a smaller reporting company)
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Smaller reporting company
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☐
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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. ☒
EXPLANATORY NOTE
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 relates to the Registration Statement on Form
S-8
(the
Registration Statement), File
No. 333-190625,
of CU Bancorp, a California corporation (the Company), pertaining to the registration of (i) 604,313 common shares, no par value
per share, of the Company, issuable under the California United Bank 2005 Stock Option Plan and (ii) 931,039 common shares, no par value per share, of the Company, issuable under the California United Bank 2007 Equity and Incentive Plan.
On October 20, 2017, pursuant to the Agreement and Plan of Merger, dated as of April 5, 2017, by and between the Company and PacWest
Bancorp, a Delaware corporation (PacWest), the Company merged with and into PacWest (the Merger), with PacWest continuing as the surviving corporation and as the successor in interest to the Company following the Merger.
As a result of the Merger, the offering pursuant to the Registration Statement has been terminated. In accordance with undertakings made by
the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any securities of the Company which remain unsold at the termination of the offering, the Company hereby files this Post-Effective
Amendment No. 1 to remove from registration all of the common shares of the Company registered but unsold under the Registration Statement as of the date hereof, if any.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, 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. 1 to the Registration Statement on Form
S-8
to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City of Beverly Hills, California, on October 24, 2017.
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PACWEST BANCORP
(as successor by merger to CU Bancorp)
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By:
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/s/ Kori L. Ogrosky
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Name:
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Kori L. Ogrosky
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Title:
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Executive Vice President, General Counsel & Corporate Secretary
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Note: No other person is required to sign this post-effective amendment to the Registration Statements on Form
S-8
in reliance on Rule 478 of the Securities Act of 1933, as amended.
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