As filed with the Securities and Exchange Commission on October 30, 2020
Registration No. 33-57241
Registration No. 33-64471
Registration No. 333-92147
Registration No. 333-106015
Registration No. 333-108738
Registration No. 333-110845
Washington, D.C. 20549
Post-Effective Amendment No. 1 to Form S-8 for:
Registration No. 33-57241 | Registration No. 33-64471 | Registration No. 333-92147 |
Registration No. 333-106015 | Registration No. 333-108738 | Registration No. 333-110845 |
UNDER THE SECURITIES ACT OF 1933
FIRST HORIZON NATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
Tennessee | 62-0803242 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
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165 Madison Avenue Memphis Tennessee | 38103 |
(Address of principal executive offices) | (zip code) |
Non-Employee Directors’ Deferred Compensation Stock Option Plan of First Tennessee National Corporation (Reg. No. 33-57241) | First Tennessee National Corporation 1995 Employee Stock Option Plan (Reg. No. 33-64471) | First Tennessee National Corporation 2000 Employee Stock Option Plan (Reg. No. 333-92147) |
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First Horizon Nonqualified Deferred Compensation Plan (Reg. No. 333-106015) | First Tennessee National Corporation Deferred Compensation Plan (Reg. No. 333-108738) (Full titles of the plans) | FTN Financial Deferred Compensation Plan (Reg. No. 333-110845) |
Clyde A. Billings, Jr. Senior Vice President, Assistant General Counsel, and Corporate Secretary First Horizon National Corporation 165 Madison Avenue Memphis, TN 38103 (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 National Corporation 165 Madison Avenue Memphis, TN 38103 (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
Each of the Registration Statements listed on the cover of this post-effective amendment (Registration No. 33-57241, Registration No. 33-64471, Registration No. 333-92147, Registration No. 333-106015, Registration No. 333-108738, and Registration No. 333-110845) is amended hereby to deregister all securities that previously were registered thereby and that remain unissued under the Plans referred to on the cover page hereof. Note that “First Tennessee National Corporation” is the former corporate name of the registrant, First Horizon National Corporation. Certain details are presented below:
Non-Employee Directors’ Deferred Compensation Stock Option Plan of First Tennessee National Corporation (Reg. No. 33-57241) | First Tennessee National Corporation 1995 Employee Stock Option Plan (Reg. No. 33-64471) | First Tennessee National Corporation 2000 Employee Stock Option Plan (Reg. No. 333-92147) |
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The three stock option plans listed above are completely terminated. No new awards may be granted and no awards remain outstanding. All previously granted stock options have been exercised, forfeited, or terminated by expiration. |
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First Horizon Nonqualified Deferred Compensation Plan (Reg. No. 333-106015) | First Tennessee National Corporation Deferred Compensation Plan (Reg. No. 333-108738) | FTN Financial Deferred Compensation Plan (Reg. No. 333-110845) |
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The three deferred compensation plans listed above continue to have active accounts outstanding, but Registration Nos. 333-106015, 333-108738, and 333-110845 are exhausted. Registration of securities continues under more recent registration statements on Form S-8, specifically Registration Nos. 333-124299, 333-212850, and 333-124297 (respectively). This post-effective amendment does not amend or affect those more recent registration statements. |
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Item 8. Exhibits
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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 Forms S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Memphis and State of Tennessee, on October 30, 2020.
| FIRST HORIZON NATIONAL CORPORATION |
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| 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 statements on Form S-8 has been signed by the following persons in the capacities and on the date indicated.
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) | October 30, 2020 | William C. Losch III William C. Losch III | Senior Executive Vice President and Chief Financial Officer (principal financial officer) | October 30, 2020 |
Jeff L. Fleming Jeff L. Fleming | Executive Vice President and Chief Accounting Officer (principal accounting officer) | October 30, 2020 | Daryl G. Byrd Daryl G. Byrd | Executive Chairman of the Board and a Director | October 30, 2020 |
Harry V. Barton, Jr. Harry V. Barton, Jr. | Director | October 30, 2020 | Kenneth A. Burdick Kenneth A. Burdick | Director | October 30, 2020 |
John N. Casbon John N. Casbon | Director | October 30, 2020 | John C. Compton John C. Compton | Director | October 30, 2020 |
Wendy P. Davidson Wendy P. Davidson | Director | October 30, 2020 | William H. Fenstermaker William H. Fenstermaker | Director | October 30, 2020 |
J. Michael Kenp, Sr. J. Michael Kenp, Sr. | Director | October 30, 2020 | Rick E. Maples Rick E. Maples | Director | October 30, 2020 |
Vicki R. Palmer Vicki R. Palmer | Director | October 30, 2020 | Colin V. Reed Colin V. Reed | Director | October 30, 2020 |
E. Stewart Shea, III E. Stewart Shea, III | Director | October 30, 2020 | Cecelia D. Stewart Cecelia D. Stewart | Director | October 30, 2020 |
Rajesh Subramaniam Rajesh Subramaniam | Director | October 30, 2020 | Rosa Sugrañes Rosa Sugrañes | Director | October 30, 2020 |
R. Eugene Taylor R. Eugene Taylor | Director | October 30, 2020 | | | |
| *By: | /s/ Clyde A. Billings, Jr. | | October 30, 2020 |
| | Clyde A. Billings, Jr. | | |
| | As Attorney-in-Fact | | |
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