Post-effective Amendment to an S-8 Filing (s-8 Pos)
02 10월 2018 - 5:38AM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on October 1, 2018
Registration
No. 333-212486
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 1
TO
FORM
S-8
REGISTRATION STATEMENT NO.
333-212486
UNDER
THE
SECURITIES ACT OF 1933
First Connecticut Bancorp, Inc.
(Peoples United Financial, Inc. as successor by merger to First Connecticut Bancorp, Inc.)
(Exact name of registrant as specified in its charter)
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Maryland
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45-1496206
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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One Farm Glen Boulevard
Farmington, Connecticut 06032
(860) 676-4600
(Address, including Zip Code, of Principal Executive Offices)
First Connecticut Bancorp, Inc. 2016 Stock Incentive Plan
(Full title of the plan)
Robert E.
Trautmann
c/o Peoples United Financial, Inc.
850 Main Street
Bridgeport, Connecticut 06604
(203)
338-7171
(Name, address and telephone number, including area code, of agent for service)
Copy to:
Lee
Meyerson, Esq.
Elizabeth Cooper, Esq.
Simpson Thacher & Bartlett LLP
425 Lexington Avenue
New
York, New York 10017
(212)
455-2000
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 the definitions of large accelerated filer, accelerated filer, smaller reporting company, and emerging growth company in Rule
12b-2
of the Exchange Act.
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Large accelerated filer
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☒
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Accelerated filer
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☐
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Non-accelerated filer
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☐
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Smaller reporting company
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☐
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Emerging growth company
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☐
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards ☐
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 (the Post-Effective Amendment), filed by First Connecticut Bancorp, Inc., a Maryland corporation (the
Company), relates to the Registration Statement on Form
S-8
(No.
333-212486),
filed with the U.S. Securities and Exchange Commission (the SEC) on
July 12, 2016, pertaining to the registration of 300,000 shares of common stock, par value $0.01 per share, of the Company (the Common Stock) issuable under the First Connecticut Bancorp, Inc. 2016 Stock Incentive Plan previously
filed by the Company (the Registration Statement) with the SEC.
On October 1, 2018, pursuant to the terms of the Agreement and Plan of
Merger, dated as of June 18, 2018, by and between the Company and Peoples United Financial, Inc., a Delaware corporation (Peoples United), the Company merged with and into Peoples United, with Peoples United
as the surviving corporation (the Merger).
As a result of the Merger, any and all offerings of securities registered pursuant to the
Registration Statement have been terminated. In accordance with undertakings made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities registered under the
Registration Statement that remain unsold at the termination of the offering, Peoples United, as successor to the Company, hereby removes from registration all securities registered under the Registration Statement but unsold as of the date
hereof.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant has duly caused this Post-Effective Amendment No. 1 to be signed
on its behalf by the undersigned, thereunto duly authorized, in the City of Bridgeport, State of Connecticut, on October 1, 2018.
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PEOPLES UNITED FINANCIAL, INC.
(as successor by merger to First Connecticut Bancorp, Inc.)
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By:
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/s/ Robert E. Trautmann
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Name: Robert E. Trautmann, Esq.
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Title: Senior Executive Vice President and General Counsel
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Note: No other person is required to sign this Post-Effective Amendment to the Registration Statement in reliance upon
Rule 478 under the Securities Act of 1933, as amended.
First Connecticut Bancorp, Inc. (delisted) (NASDAQ:FBNK)
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