s8_121708b.htm
Registration
No. 333-76316
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
PNM
RESOURCES, INC.
(Exact
name of Registrant as specified in its charter)
New
Mexico
85-0468296
(State or
other
jurisdiction
(I.R.S. Employer
incorporation
or
organization)
Identification No.)
Alvarado
Square, Albuquerque, New Mexico 87158
(Address,
including zip code, of Registrant’s Principal Executive Offices)
PNM
Resources, Inc. Executive Savings Plan
(Full
title of the Plan)
Patrick
T. Ortiz, Esq.
Senior
Vice President, General Counsel & Secretary
PNM
Resources, Inc.
414
Silver Street SW
Albuquerque,
New Mexico 87102
Telephone:
(505) 241-2896
Fax:
(505) 241-2368
(Name,
address, including zip code, and telephone number, including area code, of agent
for service)
Copy
to:
Charles
L. Moore, Esq.
Associate
General Counsel
PNM
Resources, Inc.
Alvarado
Square
Albuquerque,
New Mexico 87158
Telephone:
(505) 241-4935
Fax:
(505) 241-2393
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):
Large
accelerated filer ý Accelerated
filer ¨
Non-accelerated
filer ¨ Smaller
reporting company ¨
(Do not
check if a smaller reporting company)
DEREGISTRATION
OF SECURITIES
PNM Resources, Inc., a New Mexico
corporation (the “Company”), is filing this post-effective amendment to
deregister the securities originally registered under the Registration Statement
on Form S-8 (Registration No. 333-76316) that the Company filed with the
Securities and Exchange Commission (the “Commission”) on January 4, 2002 (the
“2002 Registration Statement”). The 2002 Registration Statement
registered 25,000 shares (37,500 shares after giving effect to a 3 for 2 reverse
stock split on June 11, 2004) of the Company’s common stock, no par value per
share (“Common Stock”), and $1,500,000 of deferred compensation obligations
under the PNM Resources, Inc. Executive Savings Plan (the “Former
Plan”).
On December 17, 2008, the Company
merged the Former Plan with and into the PNM Resources, Inc. Executive Savings
Plan II (the “Surviving Plan”). All unissued shares of Common Stock
and unused obligations under the Former Plan have been merged into the Surviving
Plan and are now registered under a Registration Statement on Form S-8
(Registration No. 333-156243) that the
Company filed with the Commission on December 17, 2008. Accordingly,
the Company hereby deregisters all such unissued shares of Common Stock and
unused obligations under the 2002 Registration Statement.
SIGNATURES
THE
REGISTRANT. Pursuant to the requirements of the Securities Act, PNM
Resources, Inc. 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
Albuquerque, State of New Mexico, on December 17, 2008.
PNM
RESOURCES, INC.
By: /s/ Jeffry E.
Sterba
Jeffry E.
Sterba
Chairman and Chief 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 date indicated.
|
Signature
|
Title
|
Date
|
|
/s/ Jeffry E. Sterba |
Chairman and Chief |
December
17, 2008
|
|
Jeffry
E. Sterba |
Executive Officer; Director |
|
| |
(Principal Executive Officer) |
|
| |
|
|
| /s/
Charles N. Eldred |
Executive Vice President and Chief |
December
17, 2008
|
|
Charles
N. Eldred |
Financial Officer |
|
| |
(Principal Financial Officer) |
|
| |
|
|
|
/s/ Thomas G. Sategna |
Vice
President and Corporate |
December
17, 2008
|
|
Thomas
G. Sategna |
Controller (Principal Accounting |
|
| |
Officer) |
|
| |
|
|
|
/s/ Adelmo E. Archuleta |
Director |
December
17, 2008
|
|
Adelmo
E. Archuleta |
|
|
| |
|
|
|
/s/ Julie A. Dobson |
Director |
December
17, 2008
|
|
Julie
A. Dobson
|
|
|
| |
|
|
|
/s/ Woody L. Hunt |
Director |
December
17, 2008
|
|
Woody
L. Hunt |
|
|
| |
|
|
| /s/
Robert R. Nordhaus |
Director |
December
17, 2008
|
|
Robert
R. Nordhaus |
|
|
| |
|
|
| /s/
Manuel T. Pacheco |
Director |
December
17, 2008
|
|
Manuel T. Pacheco |
|
|
| |
|
|
|
/s/ Robert M. Price |
Director |
December
17, 2008
|
|
Robert M. Price |
|
|
| |
|
|
|
/s/ Bonnie S. Reitz |
Director |
December
17, 2008
|
|
Bonnie S. Reitz |
|
|
| |
|
|
|
/s/ Donald K. Schwanz |
Director |
December
17, 2008
|
|
Donald K. Schwanz |
|
|
| |
|
|
|
/s/ Joan B. Woodard |
Director |
December
17, 2008
|
|
Joan B. Woodard |
|
|
| |
|
|
| |
|
|
THE
PLAN. Pursuant to the requirements of the Securities Act, the Plan
Administrator of the Plan has duly caused this Post-Effective Amendment No. 1 to
the Registration Statement to be signed on the Plan’s behalf by the undersigned
thereunto duly authorized officer, in the City of Albuquerque, State of New
Mexico, on December 17, 2008.
PNM
RESOURCES, INC.
EXECUTIVE
SAVINGS PLAN
By: /s/ Bonnie S.
Reitz
Bonnie S. Reitz
Chair of
the Human Resources and Compensation Committee