forms8.htm
 


Registration No. 333-176876
Registration No. 333-171904
Filed December 28, 2012
UNITED STATES
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
 
 
Century Next Financial Corporation
(Exact Name of Registrant as Specified in Its Charter)
 
Louisiana
 27-2851432
(State or Other Jurisdiction of Incorporation or Organization)
(I.R.S. Employer Identification No.)
 
 
505 North Vienna Street, Ruston, Louisiana
 71270
(Address of Principal Executive Offices)
 (Zip Code)
 
Century Next Financial Corporation
2011 Stock Option Plan and
Bank of Ruston 401(k) Plan
(Full Title of the Plans)
 
Benjamin L. Denny
President and Chief Executive Officer
Century Next Financial Corporation
505 North Vienna Street
Ruston, Louisiana 71270
(318) 255-3733
 
Copies to:
Eric M. Marion, Esq.
Elias, Matz, Tiernan & Herrick L.L.P.
734 15th Street, N.W., 11th Floor
Washington, D.C. 20005
(202) 347-0300
(Name, Address and Telephone Number of Agent For Service)
 
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 Exchange Act.
 
 
Large accelerated filer
[  ]
 
 
Accelerated filer
[  ]
 
 
Non-accelerated filer
[  ]
   
Smaller reporting company
[X]  
 
(Do not check if a smaller reporting company) 
 
 
   

 
 

 
 
 
DEREGISTRATION OF SECURITIES
 
This Post-Effective Amendment No. 1 (the “Amendment”) relates to the following Registration Statements on Form S-8 of Century Next Financial Corporation (the “Company”) (collectively, the “Registration Statements”):
 
Registration Statement No. 333-176876 registering 105,800 shares of common stock of the Company under the Company’s 2011 Stock Option Plan; and
 
Registration Statement No. 333-171904 registering 80,000 shares of common stock of the Company under the Bank of Ruston 401(k) Plan.
 
The Company has terminated all offerings of common stock of the Company pursuant to the Registration Statements.  In accordance with an undertaking made by the Company in the Registration Statements to remove from registration, by means of a post-effective amendment, any of the securities that had been registered for issuance that remained unsold at the termination of the offerings, the Company hereby removes from registration all of such securities of the Company registered but unsold under the Registration Statements, if any.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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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 post-effective amendment to the registration statements to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Ruston, state of Louisiana, on this 28th day of December 2012.
 
 
  CENTURY NEXT FINANCIAL CORPORATION  
       
       
  By: /s/Benjamin L. Denny  
 
 
 
Benjamin L. Denny
President and Chief Executive Officer
 
 
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.
 
 
Name
 
Title
 
Date
 
 
 
/s/Thomas W. Rogers*
 
 
 
 
 
 
 
 
 
 
Thomas W. Rogers, Esq.
 
 
/s/Benjamin L. Denny
 
Chairman of the Board
 
 
 
 
December 28, 2012
 
 
 
Benjamin L. Denny
 
 
/s/Mark A. Taylor
 
President and Chief Executive Officer and
Director
 
 
 
December 28, 2012
 
 
 
Mark A. Taylor, CPA
 
 
 
/s/J. Brandon Ewing*
 
Senior Vice President and Chief Financial Officer
(principal financial and accounting officer)
 
 
 
 
December 28, 2012
 
 
 
J. Brandon Ewing
 
 
/s/William D. Hogan*
 
Director
 
 
 
 
December 28, 2012
 
 
 
William D. Hogan
 
 
/s/Dan E. O'Neal, III
 
Executive Vice President and Director
 
 
 
 
December 28, 2012
 
 
 
Dan E. O’Neal, III   Director   December 28, 2012
 
 
 
 
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Name   Title   Date
 
 
 
/s/Daniel D. Reneau*
 
 
 
 
 
 
 
 
 
 
Dr. Daniel D. Reneau
 
 
/s/Scott R. Thompson*
 
Director
 
 
 
 
December 28, 2012
 
 
 
Scott R. Thompson
 
 
/s/Neal Walpole*
 
Director
 
 
 
December 28, 2012
 
 
 
Neal Walpole   Director   December 28, 2012
 
 
________________
*By Benjamin L. Denny, Attorney-in-fact.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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