Post-effective Amendment to an S-8 Filing (s-8 Pos)
10 February 2018 - 3:25AM
Edgar (US Regulatory)
As filed with the Securities and Exchange
Commission on February 9, 2018
Registration No. 333-182935
Registration No. 333-37878
Registration
No. 033-61645
UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________________
post-effective amendment no. 1
(No.
333-182935)
post-effective amendment no. 1
(No.
333-37878)
post-effective amendment no. 1
(No.
033-61645)
TO
FORM S-8
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
_________________________________
TOR MINERALS INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware
74-2081929
(State
or other jurisdiction of (I.R.S.
Employer
incorporation or organization) Identification
No.)
722 Burleson Street
Corpus Christi, Texas 78402
(Address of principal executive offices, including zip
code)
_________________________________
2000 INCENTIVE PLAN FOR TOR MINERALS INTERNATIONAL,
INC.
2000 INCENTIVE PLAN FOR TOR MINERALS INTERNATIONAL,
INC.
1990 INCENTIVE PLAN FOR HITOX CORPORATION OF AMERICA
__________________________________
L. Steven Leshin, Esq.
Hunton &
Williams LLP
1445 Ross
Avenue, Suite 3700
Dallas, Texas 75202
(Name and address of agent for service)
(214) 979-3000
(
Telephone number, including
area code, of agent for service)
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 definitions of “large accelerated filer,”
“accelerated filer,” “smaller reporting company”
and “emerging growth company” in Rule 12b‑2
of the Exchange Act. (Check one):
|
Large accelerated filer
£
|
Accelerated filer
£
|
Non-accelerated filer
£
(Do not check if a smaller
reporting company)
|
Smaller reporting company
R
|
|
Emerging growth company
£
|
EXPLANATORY NOTE/DEREGISTRATION OF SECURITIES
TOR Minerals International, Inc., a
Delaware corporation (the “Registrant”), is filing these post-effective
amendments (these “Post-Effective Amendments”) in connection with the following
Registration Statements on Form S-8: Registration Nos. 333-182935, 333-37878
and 033-61645 (collectively, the “Registration Statements”).
These Post-Effective
Amendments are being filed in order to deregister all securities remaining
unsold under those Registration Statements, in connection with the Registrant’s
filing of a Form 25 and Form 15 under the Securities Exchange Act of 1934, as
amended.
In connection with the
foregoing, the Registrant is terminating all offerings of its securities
pursuant to the Registration Statements. These Post-Effective Amendments to the
Registration Statements are being filed solely to deregister any and all securities
previously registered under the Registration Statements that remain unsold 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 of the requirements for filing on Form S-8 and has duly caused
this Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Corpus Christi, State of Texas, on February
9, 2018.
TOR
MINERALS INTERNATIONAL, INC.
|
|
By:
/s/
Barbara
Russell
|
Barbara
Russell
|
Chief
Financial Officer
|
No
other person is required to sign these Post-Effective Amendments in reliance on
Rule 478 of the Securities Act of 1933, as amended.
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