Form S-8 POS - Securities to be offered to employees in employee benefit plans, post-effective amendments
July 11 2023 - 4:20PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on July 11, 2023
Registration No. 333-91137
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 1 to
Form S-8 | | | | | | | | |
| Registration No. 333-91137 | |
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
FIRST HORIZON CORPORATION
(Exact name of registrant as specified in its charter)
| | | | | |
Tennessee (State or other jurisdiction of incorporation or organization)
165 Madison Avenue Memphis Tennessee (Address of principal executive offices) | 62-0803242 (I.R.S. Employer Identification No.)
38103 (zip code) |
FIRST TENNESSEE NATIONAL CORPORATION
1997 EMPLOYEE STOCK OPTION PLAN
(Full title of the plan)
| | | | | |
Clyde A. Billings, Jr. Senior Vice President, Assistant General Counsel, and Corporate Secretary First Horizon Corporation 165 Madison Avenue Memphis, TN 3810 (901) 523-5679 (Name, address, and telephone number, including area code, of agent for service) | With a copy to: John A. Niemoeller Senior Vice President, Counsel, and Assistant Corporate Secretary First Horizon Corporation 165 Madison Avenue Memphis, TN 3810 (901) 523-4170 |
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 þ Accelerated filer o
Non-accelerated filer o Smaller reporting company o Emerging growth company o
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. o
PART II
Deregistration of Securities
The Registration Statement listed on the cover of this post-effective amendment (Registration No. 333-91137) is amended hereby to deregister all securities that previously were registered thereby related to the First Tennessee National Corporation 1997 Employee Stock Option Plan. The Registration Statement is exhausted: all shares of common stock of the Registrant that were registered under the Registration Statement have been sold.
No further grants under the First Tennessee National Corporation 1997 Employee Stock Option Plan are permitted, but the Plan continues to have stock options outstanding. Although Registration No. 333-91137 is exhausted, registration of securities continues under the most recent registration statement on Form S-8 related to the Plan, specifically Registration No. 333-108750. This post-effective amendment does not amend or affect that more recent registration statement.
Note that First Tennessee National Corporation is a former corporate name of the Registrant, First Horizon Corporation.
Item 8. Exhibits
Exhibit No. Description
SIGNATURES
The Registrant. 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 to registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Memphis, State of Tennessee, on July 11, 2023.
FIRST HORIZON CORPORATION
By: /s/ Clyde A. Billings, Jr.
Clyde A. Billings, Jr.
Senior Vice President, Assistant General Counsel,
and Corporate Secretary
Pursuant to the requirements of the Securities Act of 1933, this post-effective amendment to registration statement has been signed by the following persons in the capacities and on the date indicated.
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Signature* | Title | Date* | | Signature* | Title | Date* |
D. Bryan Jordan D. Bryan Jordan | President, Chief Executive Officer, Chairman of the Board, and a Director (principal executive officer) | * | | Hope Dmuchowski Hope Dmuchowski | Senior Executive Vice President and Chief Financial Officer (principal financial officer) | * |
Jeff L. Fleming Jeff L. Fleming | Executive Vice President and Chief Accounting Officer (principal accounting officer) | * | | Harry V. Barton, Jr. Harry V. Barton, Jr. | Director | * |
John N. Casbon John N. Casbon | Director | * | | John C. Compton John C. Compton | Director | * |
Wendy P. Davidson Wendy P. Davidson | Director | * | | William H. Fenstermaker William H. Fenstermaker | Director | * |
J. Michael Kenp, Sr. J. Michael Kenp, Sr. | Director | * | | Rick E. Maples Rick E. Maples | Director | * |
Vicki R. Palmer Vicki R. Palmer | Director | * | | Colin V. Reed Colin V. Reed | Director | * |
E. Stewart Shea, III E. Stewart Shea, III | Director | * | | Cecelia D. Stewart Cecelia D. Stewart | Director | * |
Rosa Sugrañes Rosa Sugrañes | Director | * | | R. Eugene Taylor R. Eugene Taylor | Director | * |
*By: /s/ Clyde A. Billings, Jr. July 11, 2023
Clyde A. Billings, Jr.
As Attorney-in-Fact
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