As filed with the Securities and Exchange Commission on April 1, 2015
Registration Statement No. 333-165015
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
EMBASSY BANCORP, INC.
(Exact Name of Registrant as specified in its Charter)
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Pennsylvania
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23-3339011
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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One Hundred Gateway Drive, Suite 100
Bethlehem, Pennsylvania 18017
(610) 882-8800
(Address, Including Zip Code, and Telephone Number, Including
Area Code, of Registrant's Principal Executive Offices)
Embassy Bancorp, Inc. Option Plan
DAVID M. LOBACH, JR.
Chairman, President and Chief Executive Officer
Embassy Bancorp, Inc.
One Hundred Gateway Drive, Suite 100
Bethlehem, Pennsylvania 18017
(610) 882-8800
(Name, Address, Including Zip Code, and Telephone
Number, Including Area Code, of Agent for Service)
Copies to:
Kenneth J. Rollins, Esquire
Rhoads & Sinon LLP
One South Market Square, 12th Floor
Harrisburg, Pennsylvania 17108-1146
(717) 233-5731
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 (Check one):
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Large accelerated filer ☐
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Accelerated filer ☐
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Non-accelerated filer ☐ (Do not check if smaller reporting company)
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Smaller reporting company ☒
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DEREGISTRATION OF SECURITIES
Embassy Bancorp, Inc. (the “Company”) is filing this Post-Effective Amendment No. 1 to its Registration Statement on Form S-8 (File No. 333-165015), filed with the Securities and Exchange Commission on February 22, 2010 (the “Registration Statement”), to withdraw and remove from registration the unissued and unsold shares of the Company’s common stock, par value $1.00 per share (the “Common Stock”), issuable by the Company pursuant to the Embassy Bancorp, Inc. Option Plan (the “Plan”) previously registered by the Company pursuant to the Registration Statement.
In connection with the recent expiration of the Plan, the Company has terminated all offerings of its securities pursuant to the Plan and the Registration Statement. In accordance with an undertaking made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any securities that had been registered for issuance that remain unsold at the termination of the offering, the Company hereby removes from registration all of such securities of the Company registered but unsold under the Registration Statement, if any.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to Registration Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in Bethlehem, Pennsylvania, on this 1st day of April, 2015.
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EMBASSY BANCORP, INC.
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(Registrant)
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By: /s/ Judith A. Hunsicker
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Judith A. Hunsicker
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Senior Executive Vice President,
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Chief Operating and Financial Officer
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Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to Registration Statement on Form S-8 has been signed by the following persons in the capacities indicated on April 1, 2015.
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Signature
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Capacity
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*
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Chairman, President and Chief Executive Officer
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David M. Lobach, Jr.
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(Principal Executive Officer)
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/s/ Judith A. Hunsicker
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Senior Vice President, Chief Operating and Financial Officer
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Judith A. Hunsicker
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(Principal Financial and Accounting Officer)
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Frank Banko, III
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Director
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*
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Geoffrey F. Boyer
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Director
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*
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John B. Brew, Jr.
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Director
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*
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Robert P. Daday
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Director
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*
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John G. Englesson
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Director
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*
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Elmer D. Gates
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Director, Lead Director
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*
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Bernard M. Lesavoy
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Director
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*
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John C. Pittman
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Director
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*
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John T. Yurconic
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Director
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*By: /s/ Judith A. Hunsicker
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Judith A. Hunsicker
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Attorney-in-Fact
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Pursuant to Power of Attorney
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