As filed with the Securities and Exchange Commission on August 6, 2018
Registration No. 333-193431
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Post-Effective Amendment No. 1
to
FORMS-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
THE JONES FINANCIAL COMPANIES, L.L.L.P.
(Exact name of registrant as specified in its charter)
Missouri | 12555 Manchester Road St. Louis, Missouri 63131-3729 (314)515-2000 | 43-1450818 | ||
(State or other jurisdiction of incorporation or organization) | (Address of Principal Executive Offices) | (I.R.S. Employer Identification No.) |
2014 Employee Limited Partnership Interest Purchase Plan of
The Jones Financial Companies, L.L.L.P.
(Full title of the plan)
Chris Lewis, Esq.
The Jones Financial Companies, L.L.L.P.
12555 Manchester Road
St. Louis, Missouri 63131-3729
(314)515-2000
(Name, address and telephone number,
including area code, of agent for service)
Copies of all correspondence to:
Thomas A. Litz, Esq.
Thompson Coburn LLP
One US Bank Plaza
St. Louis, Missouri 63101
Telephone: (314)552-6000
Facsimile: (314)552-7000
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer,a non-accelerated filer, a smaller reporting company or 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. (Check one):
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer | ☒ | Smaller reporting company | ☐ | |||
Emerging growth company | ☐ |
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 provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
PURPOSE OF AMENDMENT
The registrant previously registered, pursuant to the Registration Statement on FormS-8 (Commission FileNo. 333-193431, the “Registration Statement”), an offering of up to $350,000,000 of limited partnership interests (the “Interests”). The offering of the Interests had been approved for issuance pursuant to the 2014 Employee Limited Partnership Interest Purchase Plan of The Jones Financial Companies, L.L.L.P. The Interests were offered to employees of the registrant and employees of the registrant’s subsidiaries. The offering has been terminated and, pursuant to the registrant’s undertaking under Item 512(a)(3) of RegulationS-K, by filing this Post-Effective Amendment No. 1, the registrant hereby terminates the Registration Statement and deregisters all such Interests that remained unsold under the Registration Statement.
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 FormS-8 and has duly caused this Post-Effective Amendment No. 1 to this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Des Peres, State of Missouri, on August 6, 2018.
THE JONES FINANCIAL COMPANIES, L.L.L.P.
| ||
By: | /s/ James D. Weddle | |
James D. Weddle | ||
Managing Partner |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to this Registration Statement has been signed by the following persons in the capacities and on the dates indicated:
Signature | Title | Date | ||
/s/ James D. Weddle James D. Weddle | Managing Partner (Principal Executive Officer) | August 6, 2018 | ||
/s/ Kevin D. Bastien Kevin D. Bastien | Chief Financial Officer (Principal Financial and Accounting Officer) | August 6, 2018 |