As filed with the Securities and Exchange Commission on August 25, 2010
Registration No. 33-91996
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
TANDY BRANDS ACCESSORIES, INC.
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation or organization) | 75-2349915 (I.R.S. Employer Identification No.) |
3631 West Davis, Suite A
Dallas, Texas 75211
(Address of principal executive offices and zip code)
Dallas, Texas 75211
(Address of principal executive offices and zip code)
TANDY BRANDS ACCESSORIES, INC.
STOCK PURCHASE PROGRAM
1991 STOCK OPTION PLAN
(Full title of the plan)
STOCK PURCHASE PROGRAM
1991 STOCK OPTION PLAN
(Full title of the plan)
M.C. Mackey
Chief Financial Officer
3631 West Davis, Suite A
Dallas, Texas 75211
(214) 519-5200
(Name, address and telephone number,
including area code, of agent for service)
Chief Financial Officer
3631 West Davis, Suite A
Dallas, Texas 75211
(214) 519-5200
(Name, address and telephone number,
including area code, of agent for service)
Copy to:
Christopher D. Williams, Esq.
Winstead PC
5400 Renaissance Tower
1201 Elm Street
Dallas, Texas 75270
(214) 745-5400
Christopher D. Williams, Esq.
Winstead PC
5400 Renaissance Tower
1201 Elm Street
Dallas, Texas 75270
(214) 745-5400
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 definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filero | Accelerated filero | Non-accelerated filero (Do not check if a smaller reporting company) | Smaller reporting companyþ |
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 to Form S-8 relates to the registration statement on Form S-8 (Registration No. 33-91996) filed by Tandy Brands Accessories, Inc. (the “Company”) with the Securities and Exchange Commission on May 5, 1995 (the “Registration Statement”) to register (i) an aggregate of 701,125 shares of the Company’s common stock, par value $1.00 per share (“Common Stock”), for issuance under the Tandy Brands Accessories, Inc. Stock Purchase Program and the Tandy Brands Accessories, Inc. 1991 Stock Option Plan; and (ii) an indeterminate amount of participants’ interests in the Stock Purchase Program.
All of the shares of Common Stock registered for issuance under the Stock Purchase Program have been issued and the Stock Purchase Program was terminated by the Company’s Board of Directors on February 4, 2010. The 1991 Stock Option Plan has expired and no shares of Common Stock remain issuable thereunder.
The Company hereby amends the Registration Statement to remove from registration all securities registered but remaining unsold, if any, under the Registration Statement and to terminate the effectiveness of the Registration Statement.
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SIGNATURES
The Registrant.Pursuant to the requirements of the Securities Act, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing this Post-Effective Amendment No. 1 to Registration Statement on Form S-8 and has duly caused this Post-Effective Amendment No. 1 to Registration Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Dallas, State of Texas, on August 24, 2010:
TANDY BRANDS ACCESSORIES, INC. | ||||
By: | /s/ N. Roderick McGeachy, III | |||
N. Roderick McGeachy, III | ||||
President and Chief Executive Officer |
Pursuant to the requirements of the Securities Act, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
Signature | Title | Date | ||
/s/ N. Roderick McGeachy, III | President, Chief Executive Officer, Chairman of the Board, and Director (principal executive officer) | August 24, 2010 | ||
/s/ W. Grady Rosier | Lead Independent Director | August 24, 2010 | ||
/s/ James F. Gaertner | Director | August 24, 2010 | ||
/s/ Roger R. Hemminghaus | Director | August 24, 2010 | ||
/s/ George C. Lake | Director | August 24, 2010 | ||
/s/ Colombe M. Nicholas | Director | August 24, 2010 | ||
/s/ Gene Stallings | Director | August 24, 2010 | ||
/s/ William D. Summitt | Director | August 24, 2010 | ||
/s/ M.C. Mackey | Chief Financial Officer (principal financial officer and accounting officer) | August 24, 2010 |
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The Plan.Pursuant to the requirements of the Securities Act of 1933, the administrator of the Tandy Brands Accessories, Inc. Stock Purchase Program has duly caused this Post-Effective Amendment No. 1 to Registration Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Dallas, State of Texas, on August 24, 2010.
TANDY BRANDS ACCESSORIES, INC. STOCK PURCHASE PROGRAM | ||||
By: | /s/ N. Roderick McGeachy, III | |||
N. Roderick McGeachy, III | ||||
Administrative Committee Member |
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