s8espp1_063009pnmr.htm
As filed
with the Securities and Exchange Commission on June 30, 2009
Registration
No. 333-100184
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. EMPLOYEE STOCK PURCHASE 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. 333-100184) that
the Company filed with the Securities and Exchange Commission (the “SEC”) on
September 30, 2002 (the “2002 Registration Statement”). The 2002
Registration Statement registered the potential issuance of 250,000 shares
(subsequently adjusted to 375,000 shares as an automatic result of the 3 for 2
stock split that occurred on June 11, 2004) of the Company’s common stock under
the PNM Resources, Inc. Employee Stock Purchase Plan (the “Plan”).
Effective
as of June 30, 2009, the Plan was terminated. Accordingly, and
because no future issuances of the Company’s common stock will occur under the
Plan, the Company hereby deregisters all unissued shares of the Company’s common
stock formerly registered for issuance under the 2002 Registration
Statement.
Item
8. Exhibits.
Exhibit
No. Description
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24
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Power
of Attorney (incorporated by reference to Exhibit 24 of the Registration
Statement on Form S-8 of PNM Resources, Inc., File No. 333-100184, filed
on September 30, 2002).
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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 June 30, 2009.
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.
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Signature
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Title
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Date
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/s/ Jeffry E. Sterba
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Chairman
and Chief Executive Officer; Director (Principal Executive
Officer)
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June
30, 2009
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Jeffry E. Sterba |
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/s/ Charles N. Eldred
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Executive
Vice President and Chief Financial Officer
(Principal
Financial Officer)
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June
30, 2009
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Charles N. Eldred |
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/s/ Thomas G. Sategna
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Vice
President and Corporate Controller (Principal Accounting
Officer) |
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June
30, 2009
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Thomas G. Sategna |
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Director |
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June
30, 2009
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Adelmo E. Archuleta |
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* |
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Director |
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June 30,
2009
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Julie A. Dobson |
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Director |
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June 30,
2009
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Robert R. Nordhaus |
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Director |
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June 30,
2009
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Manuel T. Pacheco |
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Director |
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June 30,
2009
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Robert M. Price |
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/s/ Bonnie S. Reitz |
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Director |
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June 30,
2009
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Bonnie S. Reitz |
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Director |
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June 30,
2009
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Donald K. Schwanz |
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Director |
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June 30,
2009
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Joan B. Woodard |
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* By: /s/ Jeffry
E.
Sterba
Jeffry E. Sterba
Attorney-In-Fact (see Exhibit 24)
THE
PLAN. Pursuant to the requirements of the Securities Act, the Board
Governance and Human Resources Committee of the Board of Directors of PNM
Resources, Inc. (which administers the PNM Resources, Inc. Employee Stock
Purchase 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, in the City of Albuquerque, State of New Mexico, on
June 30, 2009.
PNM
RESOURCES, INC.
EMPLOYEE
STOCK PURCHASE PLAN
By: /s/ Bonnie S.
Reitz
Bonnie S. Reitz
Chair of
the Board Governance and Human Resources Committee
EXHIBIT
INDEX
Exhibit
No. Description
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24
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Power
of Attorney (incorporated by reference to Exhibit 24 of the Registration
Statement on Form S-8 of PNM Resources, Inc., File No. 333-100184, filed
on September 30, 2002).
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