As filed with the Securities and Exchange Commission on January 8, 2010
Registration No. 33-68316
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
CLAYTON WILLIAMS ENERGY, INC.
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation or organization) | | 75-2396863 (I.R.S. Employer Identification No.) |
6 Desta Drive, Suite 6500
Midland, Texas 79705
(Address of principal executive offices, including zip code)
OUTSIDE DIRECTORS STOCK OPTION PLAN OF
CLAYTON WILLIAMS ENERGY, INC.
(Full title of the plan)
Clayton W. Williams, Jr.
President and Chief Executive Officer
Clayton Williams Energy, Inc.
6 Desta Drive, Suite 6500
Midland, Texas 79705
(432) 682-6324
(Name, address, including zip code, and telephone number, including area code, of agent for service)
copy to:
Vinson & Elkins L.L.P.
The Terrace 7
2801 Via Fortuna, Suite 100
Austin, TX 78746
Attn: William R. Volk
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 Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Large accelerated filer Accelerated filer ý Non-accelerated filer Smaller Reporting Company
PART I
DEREGISTRATION OF SHARES
This Post-Effective Amendment No. 1 relates to the registration of shares of common stock, par value $0.10 per share (the “Shares”), of Clayton Williams Energy, Inc. (the “Registrant”) pursuant to the Registration Statement on Form S-8, file number 33-68316 (the “Registration Statement”), relating to the Outside Directors Stock Option Plan of Clayton Williams Energy, Inc. (the “Plan”).
The Registrant’s board of directors has amended the Plan, effective December 17, 2009, to reduce the aggregate number of Shares that are authorized and reserved for future issuances upon exercise of stock options under the Plan to 26,000 Shares. Accordingly, the Registrant files this Post-Effective Amendment No. 1 for the purpose of removing from registration under the Securities Act of 1933, as amended (the “Securities Act”), all Shares (other than the 26,000 Shares referenced above) previously registered under the Registration Statement, which remain unissued as of the date of this Post-Effective Amendment No. 1.
PART II
Item 8. Exhibits.
| Exhibit Number | Description |
| 10.1 | Amendment to Outside Directors Stock Option Plan |
| 24.1 | Power of Attorney |
| | |
SIGNATURES
Pursuant to the requirements of the Securities Act, 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 No. 1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Midland, State of Texas, on the 8th day of January, 2010.
| | CLAYTON WILLIAMS ENERGY, INC. |
| | |
| | |
| | By: | /s/ Mel G. Riggs | |
| | | Mel G. Riggs |
| | | Senior Vice President – Finance, Secretary, Treasurer and Chief Financial Officer |
Pursuant to the requirements of the Securities Act, this Post-Effective Amendment No. 1 has been signed by the following persons in the capacities and on the dates indicated.
| Signature | | Title | | Date |
| | | | | |
| /s/ Clayton W. Williams, Jr. | | Chairman of the Board, President and Chief Executive Officer (Principal Executive Officer) | | January 8, 2010 |
| Clayton W. Williams, Jr. | | | | |
| | | | | |
| /s/ Mel G. Riggs | | Director, Senior Vice President – Finance, Secretary, Treasurer and Chief Financial Officer (Principal Financial Officer) | | January 8, 2010 |
| Mel G. Riggs | | | | |
| | | | | |
| /s/ Michael L. Pollard | | Vice President and Principal Accounting Officer (Principal Accounting Officer) | | January 8, 2010 |
| Michael L. Pollard | | | | |
| | | | | |
| /s/ Ted Gray, Jr. * | | Director | | January 8, 2010 |
| Ted Gray, Jr. | | | | |
| | | | | |
| /s/ L. Paul Latham | | Director | | January 8, 2010 |
| L. Paul Latham | | | | |
| | | | | |
| /s/ Davis L. Ford * | | Director | | January 8, 2010 |
| Davis L. Ford | | | | |
| | | | | |
| /s/ Robert L. Parker * | | Director | | January 8, 2010 |
| Robert L. Parker | | | | |
| | | | | |
| /s/ Jordan R. Smith * | | Director | | January 8, 2010 |
| Jordan R. Smith | | | | |
| | | | | |
| * /s/ L. Paul Latham | | | | |
L. Paul Latham, Attorney-In-Fact | | | | |
EXHIBIT INDEX
| Exhibit Number | Description |
| 10.1 | Amendment to Outside Directors Stock Option Plan |
| 24.1 | Power of Attorney |
| | |
