1 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A AMENDMENT NO. 1 (MARK ONE) /X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE ACT OF 1934 [FEE REQUIRED] FOR THE FISCAL YEAR ENDED DECEMBER 31, 1994 / / TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 1-4014 FINA, INC. (Exact name of registrant as specified in its charter) DELAWARE 13-1820692 State or other jurisdiction of (I.R.S. Employer incorporation or organization Identification No.) FINA PLAZA, DALLAS, TEXAS 75206 (Address of principal executive offices) (Zip Code) Registrant's Telephone Number Including Area Code: (214) 750-2400 Securities registered pursuant to Section 12(b) of the Act: NAME OF EACH EXCHANGE TITLE OF EACH CLASS ON WHICH REGISTERED - ----------------------------------------- ------------------------ Class A Common Stock $1 par value American Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None INDICATE BY CHECK MARK WHETHER THE REGISTRANT (1) HAS FILED ALL REPORTS REQUIRED TO BE FILED BY SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 DURING THE PRECEDING 12 MONTHS (OR FOR SUCH SHORTER PERIOD THAT THE REGISTRANT WAS REQUIRED TO FILE SUCH REPORTS), AND (2) HAS BEEN SUBJECT TO SUCH FILING REQUIREMENTS FOR THE PAST 90 DAYS. YES X NO --- --- The aggregate market value of the Class A Common voting stock held by non-affiliates of the Registrant as of January 27, 1995 was $163,650,127 based on the closing price of $74.50 per share as recorded by the American Stock Exchange. The number of shares outstanding of each of the issuer's classes of common stock, as of March 1, 1994: CLASS A COMMON STOCK -- 14,593,902 CLASS B COMMON STOCK -- 1,000,000 Documents Incorporated by Reference: Part III: The Company's Proxy Statement for Annual Meeting of Stockholders on April 12, 1995. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 2 PART IV ITEM 14 EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K (a) The following are incorporated by reference or filed as part of this Annual Report: 1. and 2. Consolidated Financial Statements and Schedules: Reference is made to page 14 of this Form 10-K for a list of all consolidated financial statements and schedules filed as part of this Form 10-K. 3. Exhibits: (Contained separately and EDGAR filed) (3a) -- The Articles of Incorporation of FINA, Inc. (3b) -- The Bylaws of FINA, Inc. (10a) -- Thrift and Employee Stock Ownership Plan for Employees of American Petrofina, Incorporated (10b) -- Credit Agreement of March 7, 1995 with NationsBank of Texas, N.A., as Agent (10c) -- American Petrofina, Incorporated Employee Non-Qualified Stock Option Plan (1979) (10d) -- Form 11-K FINA Capital Accumulation Plan (10d) -- Form 11-K Amdel Inc. Employee Investment Plan (10e) -- Agreement between FINA, Inc. and Glenn E. Selvidge (10h) -- Agreements between FINA, Inc. (formerly American Petrofina, Incorporated) and Ron W. Haddock (10i) -- Agreement between FINA, Inc. and Henry J. Lartigue (10j) -- Employee Stock Ownership Plan of American Petrofina, Incorporated (10k) -- FINA Capital Accumulation Plan (10l) -- FINA Restoration Plan (19) -- FINA, Inc.'s Proxy Statement for Annual Meeting of Security Holders on April 12, 1995 (21) -- Subsidiaries of the Registrant (23) -- Independent Auditors' Consent