Post-effective Amendment to an S-8 Filing (s-8 Pos)
31 Ottobre 2014 - 8:06PM
Edgar (US Regulatory)
As filed with the Securities
and Exchange Commission on October 31, 2014
Registration No. 333-190843
Registration No. 333-162714
Registration No. 333-150790
United
states
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
Post-Effective Amendment No. 1 to Form S-8
Registration No. 333-190843
Post-Effective Amendment No. 1 to Form S-8
Registration No. 333-162714
Post-Effective Amendment No. 1 to Form S-8
Registration No. 333-150790
FORM
S-8
registration
statement
UNDER
THE SECURITIES ACT OF 1933
1st United Bancorp, Inc.
(Exact Name of Registrant as Specified
in Its Charter)
Florida |
65-0925265 |
(State of incorporation) |
(I.R.S. Employer Identification Number) |
One North Federal Hwy.
Boca Raton, FL 33432
(Address of Principal Executive Offices)
2013 Incentive Plan
2008 Incentive Plan
Officers’
and Employees’ Stock Option Plan
(Full Title of the Plans)
John Marino
President
1st United Bancorp, Inc.
One North Federal Hwy.
Boca Raton, Florida 33432
(561) 362-3435
(Name and Address of Agent
for Service) |
Copy To:
Michael V. Mitrione, Esq.
David C. Scileppi, Esq.
Gunster, Yoakley & Stewart, P.A.
777 S. Flagler Drive, Ste. 500 East
West Palm Beach, Florida 33401
Telephone: (561) 650-0553 |
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 “accelerated
filer,” “large accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
|
Large accelerated filer |
o |
Accelerated filer |
x |
|
Non-accelerated filer |
o |
Smaller reporting company |
o |
EXPLANATORY
NOTE
These Post-Effective
Amendments relate to the following Registration Statements on Form S-8 (collectively, the “Registration Statements”):
| 1. | Registration Statement No. 333-190843, filed by 1st United Bancorp, Inc., a Florida corporation
(the “Registrant”), with the Securities and Exchange Commission (the “SEC”) on August 27,
2013, relating to the registration of 1,704,403 shares of common stock, $0.01 par value, of the Company issuable under the 1st
United Bancorp, Inc. 2013 Incentive Plan. |
| 2. | Registration Statement No. 333-162714, filed by the Registrant with the SEC on October 28, 2009,
relating to the registration of 1,238,512 shares of common stock, $0.01 par value,
of the Company issuable under the 1st United Bancorp, Inc. 2008 Incentive Plan. |
| 3. | Registration Statement No. 333-150790, filed by the Registrant with the SEC on May 9, 2008, relating
to the registration of 86,500 shares of common stock, $0.01 par value, of the Company issuable under the 1st United Bancorp, Inc.
Officers’ and Employees’ Stock Option Plan. |
On October 31, 2014, pursuant to an Agreement
and Plan of Merger, dated as of May 7, 2014 (the “Merger Agreement”), by and between the Registrant and Valley
National Bancorp, a New Jersey corporation (“Valley”), the Registrant merged with and into Valley with Valley
as the surviving entity (the “Merger”).
As a result
of the Merger, the Company has terminated all offerings of the Company’s securities pursuant to its existing registration
statements, including the Registration Statements. In accordance with an undertaking made by the Company in the Registration Statements
to remove from registration, by means of a post-effective amendment, any securities of the Company registered under the Registration
Statements which remain unsold at the termination of the offering, the Company hereby removes from registration all securities
of the Company registered under the Registration Statements but unsold (if any) as of the date hereof.
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 the requirements for filing on
Form S-8 and has duly caused these post-effective amendments to the Registration Statements to be signed on its behalf by the undersigned
thereunto duly authorized, in the City of Boca Raton, State of Florida, on the 31st day of October, 2014.
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1ST UNITED BANCORP, INC. |
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By: |
/s/ John Marino |
|
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John Marino |
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President and Chief Financial Officer |
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(Principal Financial Officer) |
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Note: Pursuant to Rule 478
of the Securities Act of 1933, as amended, no other person is required to sign these post-effective amendments to the Registration
Statements.
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