As filed with the Securities and Exchange Commission on February 22, 2018
Registration No. 333-215071
Registration No. 333-186786
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 1 TO FORM S-3 ON FORM S-1
(REGISTRATION NO. 333-215071)
POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S-3 ON FORM S-1
(REGISTRATION NO. 333-186786)
REGISTRATION STATEMENTS
UNDER
THE
SECURITIES ACT OF 1933
IES Holdings, Inc.
(Exact
Name of Registrant as Specified in its Charter)
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Delaware
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1731
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76-0542208
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(State or Other Jurisdiction of
Incorporation or Organization)
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(Primary Standard Industrial
Classification Code Number)
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(I.R.S. Employer
Identification Number)
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5433 Westheimer Road, Suite 500
Houston, Texas 77056
(713)
860-1500
(Address, including Zip Code, and Telephone Number, including Area Code, of Registrants Principal Executive Offices)
Gail Makode
Senior Vice
President, General Counsel and Secretary
5433 Westheimer Road, Suite 500
Houston, Texas 77056
(713)
860-1500
(Name, Address, including Zip Code, and Telephone Number, including Area Code, of Agent for Service)
Copies to:
G.
Michael OLeary
Courtney Cochran Butler
Andrews Kurth Kenyon LLP
600 Travis, Suite 4200
Houston, Texas 77002
(713)
220-4200
Approximate date of commencement of proposed sale to the public:
From time to time after this Registration Statement
becomes effective.
If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to
Rule 415 under the Securities Act of 1933, check the following box. ☒
If this form is filed to register additional
securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the
Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If
this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same
offering. ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting 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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STATEMENT PURSUANT TO RULE 429
Pursuant to Rule 429 under the Securities Act, the prospectus that is a part of this post-effective amendment to each of Registration
Statement
No. 333-215071
and Registration Statement No. 333-186786 (together, the Registration Statements) is a combined prospectus that relates to and will be used in connection with the
offer and resale by the selling stockholders named therein of (i) the 7,891,850 shares of common stock registered by Registration Statement No. 333-215071 and (ii) the 4,508,451 shares of common stock registered by Registration
Statement No. 333-186786, in each case, that, to the registrants knowledge, have not been sold or otherwise disposed of by the selling stockholders named therein. Accordingly, the combined prospectus relates to a total of 12,400,301
shares of the Companys common stock.
The Registrant
hereby amends each of the Registration Statements on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that the Registration Statements shall thereafter
become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statements shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may
determine.