Post-effective Amendment to an S-8 Filing (s-8 Pos)

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As filed with the Securities and Exchange Commission on February 15, 2022

Registration No.  333-207200

 

UNITED STATES

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

 

Reliant Bancorp, Inc.

(United Community Banks, Inc. as successor by merger to Reliant Bancorp, Inc.)

(Exact name of Registrant as specified in its charter)

Tennessee		37-1641316
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)

 

1736 Carothers Parkway, Suite 100

Brentwood, Tennessee 37027

[phone]

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

Commerce Union Bancshares, Inc. 2015 Equity Incentive Plan

Amended and Restated Commerce Union Bancshares, Inc. Stock Option Plan

(Full title of the plan)

 

c/o United Community Banks, Inc.

Melinda Davis Lux

General Counsel and Corporate Secretary

2 West Washington Street, Suite 700

Greenville, South Carolina 29601

Telephone: [phone]

(Name, address, including zip code, and telephone number, including area code, of agent for service)

 

With a copy to:

David A. Bartz, Esq.

Adam G. Smith, Esq.

K&L Gates LLP

222 Second Avenue South, Suite 1700

Nashville, Tennessee 37201

Telephone: [phone]

 

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.

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. ☐

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DEREGISTRATION OF SECURITIES

 

This Post-Effective Amendment No. 1 (this “Post-Effective Amendment”) amends the Registration Statement on Form S-8, File No. 333-207200 (the “Registration Statement”), of Reliant Bancorp, Inc. (f/k/a Commerce Union Bancshares, Inc.) (the “Company”), which was originally filed with the Securities and Exchange Commission on September 30, 2015, and that registered up to 900,000 shares of common stock of the Company (“common stock”) issuable under the Commerce Union Bancshares, Inc. 2015 Equity Incentive Plan and up to 1,250,000 shares of common stock issuable under the Amended and Restated Commerce Union Bancshares, Inc. Stock Option Plan (collectively, the “Securities”).

 

Effective January 1, 2022, pursuant to the terms of the Agreement and Plan of Merger, dated as of July 14, 2021, by and between the Company and United Community Banks, Inc. (“United”), the Company merged with and into United, with United continuing as the surviving corporation (the “Merger”).

 

As a result of the Merger, the Company has terminated any and all offerings of the Securities pursuant to the Registration Statement. Accordingly, United, as successor to the Company, hereby removes from registration all Securities registered under the Registration Statement but unsold as of the date hereof, 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.

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SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, United Community Banks, Inc., as successor by merger to Reliant Bancorp, Inc., certifies that it has reasonable grounds to believe that Reliant Bancorp, Inc. meets all of the requirements for filing on Form S-8 and that United Community Banks, Inc. has duly caused this Post-Effective Amendment to the Registration Statement to be signed on Reliant Bancorp, Inc.’s behalf by the undersigned, thereunto duly authorized, in the City of Greenville, State of South Carolina, on February 15, 2022.

	UNITED COMMUNITY BANKS, INC.,
	as successor by merger to Reliant Bancorp, Inc.
	By:	/s/ Jefferson L. Harralson
		Jefferson L. Harralson
		Executive Vice President and Chief Financial Officer

 

Note: No other person is required to sign this Post-Effective Amendment to the Registration Statement in reliance on Rule 478 under the Securities Act of 1933, as amended.

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