As filed with the Securities and Exchange Commission on March 30, 2016
Registration No. 333-41220
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
HALLMARK FINANCIAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
|
Nevada (State or other jurisdiction of incorporation) |
87-0447375 (IRS Employer Identification No.) |
| 777 Main Street, Suite 1000, Fort Worth, Texas | 76102 |
| (Address of principal executive offices) | (Zip Code) |
Hallmark Financial Services, Inc. 1991 Key Employee Stock Option Plan
Hallmark Financial Services, Inc. 1994 Key Employee Long Term Incentive Plan
Hallmark Financial Services, Inc. 1994 Non-Employee Director Stock Option Plan
(Full title of the plan)
|
NAVEEN ANAND President & Chief Executive Officer Hallmark Financial Services, Inc. 777 Main Street, Suite 1000 Fort Worth, Texas 76102 (817) 348-1600 |
Copy to: STEVEN D. DAVIDSON McGuire, Craddock & Strother, P.C. 2501N. Harwood, Suite 1800 Dallas, Texas 75201 (214) 954-6800 |
| (Name, address, and 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, 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 | x | ||
| Non-accelerated filer | ¨ | (Do not check if a smaller reporting company) | Smaller reporting company | ¨ |
| 1 |
EXPLANATORY NOTE
REMOVAL OF SECURITIES FROM REGISTRATION
This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-8, Registration No. 333-41220 (the “Registration Statement”), of Hallmark Financial Services, Inc. (the “Registrant”) which was filed with the Securities and Exchange Commission and became effective on July 12, 2000. In accordance with the Registrant’s undertaking in the Registration Statement, the Registrant hereby removes from registration all of the securities registered which remained unsold at the termination of the offering.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Company 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 the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Fort Worth, State of Texas, on March 30, 2016.
| HALLMARK FINANCIAL SERVICES, INC. | ||
| By: | /s/ NAVEEN ANAND | |
| Naveen Anand, President and Chief Executive | ||
| Officer (Principal Executive Officer) | ||
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities and on the dates indicated:
| Date: March 30, 2016 | /s/ NAVEEN ANAND |
| Naveen Anand, President and Chief Executive | |
| Officer (Principal Executive Officer) | |
| Date: March 30, 2016 | /s/ JEFFREY R. PASSMORE |
| Jeffrey R. Passmore, Senior Vice President and Chief | |
| Accounting Officer (Principal Financial Officer and | |
| Principal Accounting Officer) | |
| Date: March 30, 2016 | /s/ MARK E. SCHWARZ |
| Mark E. Schwarz, Executive Chairman and Director | |
| Date: March 30, 2016 | /s/ SCOTT T. BERLIN |
| Scott T. Berlin, Director | |
| Date: March 30, 2016 | /s/ JAMES H. GRAVES |
| James H. Graves, Director | |
| Date: March 30, 2016 | /s/ JIM W. HENDERSON |
| Jim W. Henderson, Director |
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