S-8 POS 1 c100643_s-8pos.htm

As filed with the Securities and Exchange Commission on October 30, 2020

 

Registration No. 33-57241
Registration No. 33-64471
Registration No. 333-92147
Registration No. 333-106015
Registration No. 333-108738
Registration No. 333-110845

 

Washington, D.C. 20549

 

Post-Effective Amendment No. 1 to Form S-8 for:

 

Registration No. 33-57241 Registration No. 33-64471 Registration No. 333-92147
Registration No. 333-106015 Registration No. 333-108738 Registration No. 333-110845

 

UNDER THE SECURITIES ACT OF 1933

 

FIRST HORIZON NATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

 

Tennessee 62-0803242
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
   
165 Madison Avenue     Memphis     Tennessee 38103
(Address of principal executive offices) (zip code)

 

Non-Employee Directors’ Deferred
Compensation Stock Option Plan
of First Tennessee National
Corporation (Reg. No. 33-57241)
First Tennessee National
Corporation 1995 Employee Stock
Option Plan (Reg. No. 33-64471)
First Tennessee National
Corporation 2000 Employee Stock
Option Plan (Reg. No. 333-92147)
     
First Horizon Nonqualified
Deferred Compensation Plan
(Reg. No. 333-106015)

First Tennessee National
Corporation Deferred
Compensation Plan
(Reg. No. 333-108738)

 

(Full titles of the plans)

 

FTN Financial Deferred
Compensation Plan
(Reg. No. 333-110845)

 

Clyde A. Billings, Jr.
Senior Vice President, Assistant General Counsel, and
Corporate Secretary
First Horizon National Corporation
165 Madison Avenue
Memphis, TN 38103
(901) 523-5679

 

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

 

With a copy to:

 

John A. Niemoeller
Senior Vice President, Counsel, and
Assistant Corporate Secretary
First Horizon National Corporation
165 Madison Avenue
Memphis, TN 38103
(901) 523-4170

 

 

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 þ   Accelerated filer o
Non-accelerated filer o Smaller reporting company o Emerging growth company o

 

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. o

   

PART II

 

Deregistration of Securities

 

Each of the Registration Statements listed on the cover of this post-effective amendment (Registration No. 33-57241, Registration No. 33-64471, Registration No. 333-92147, Registration No. 333-106015, Registration No. 333-108738, and Registration No. 333-110845) is amended hereby to deregister all securities that previously were registered thereby and that remain unissued under the Plans referred to on the cover page hereof. Note that “First Tennessee National Corporation” is the former corporate name of the registrant, First Horizon National Corporation. Certain details are presented below:

 

Non-Employee Directors’ Deferred
Compensation Stock Option Plan
of First Tennessee National
Corporation (Reg. No. 33-57241)
First Tennessee National
Corporation 1995 Employee Stock
Option Plan (Reg. No. 33-64471)
First Tennessee National
Corporation 2000 Employee Stock
Option Plan (Reg. No. 333-92147)
     
The three stock option plans listed above are completely terminated. No new awards may be granted and no awards remain outstanding. All previously granted stock options have been exercised, forfeited, or terminated by expiration.
     
First Horizon Nonqualified
Deferred Compensation Plan
(Reg. No. 333-106015)
First Tennessee National
Corporation Deferred
Compensation Plan
(Reg. No. 333-108738)
FTN Financial Deferred
Compensation Plan
(Reg. No. 333-110845)
     
The three deferred compensation plans listed above continue to have active accounts outstanding, but Registration Nos. 333-106015, 333-108738, and 333-110845 are exhausted. Registration of securities continues under more recent registration statements on Form S-8, specifically Registration Nos. 333-124299, 333-212850, and 333-124297 (respectively). This post-effective amendment does not amend or affect those more recent registration statements.
 

 

Item 8. Exhibits

 

Exhibit No. Description
   
24.1   Power of Attorney executed by certain directors and officers of the Registrant, incorporated by reference to Exhibit 24.1 to the Registrant’s Current Report on Form 8-K filed on October 29, 2020

 

POS - 1

   

SIGNATURES

 

The Registrant. 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 Form S-8 and has duly caused this post-effective amendment to Forms S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Memphis and State of Tennessee, on October 30, 2020.

 

  FIRST HORIZON NATIONAL CORPORATION
     
  By:  /s/  Clyde A. Billings, Jr.
    Clyde A. Billings, Jr.
    Senior Vice President, Assistant General Counsel,
and Corporate Secretary

 

Pursuant to the requirements of the Securities Act of 1933, this post-effective amendment to registration statements on Form S-8 has been signed by the following persons in the capacities and on the date indicated.

 

Signature* Title Date Signature* Title Date
D. Bryan Jordan
D. Bryan Jordan
President, Chief Executive Officer, Chairman of the Board, and a Director (principal executive officer) October 30, 2020 William C. Losch III
William C. Losch III
Senior Executive Vice President and Chief Financial Officer (principal financial officer) October 30, 2020
Jeff L. Fleming
Jeff L. Fleming
Executive Vice President and Chief Accounting Officer (principal accounting officer) October 30, 2020 Daryl G. Byrd
Daryl G. Byrd
Executive Chairman of the Board and a Director October 30, 2020
Harry V. Barton, Jr.
Harry V. Barton, Jr.
Director October 30, 2020 Kenneth A. Burdick
Kenneth A. Burdick
Director October 30, 2020
John N. Casbon
John N. Casbon
Director October 30, 2020 John C. Compton
John C. Compton
Director October 30, 2020
Wendy P. Davidson
Wendy P. Davidson
Director October 30, 2020 William H. Fenstermaker
William H. Fenstermaker
Director October 30, 2020
J. Michael Kenp, Sr.
J. Michael Kenp, Sr.
Director October 30, 2020 Rick E. Maples
Rick E. Maples
Director October 30, 2020
Vicki R. Palmer
Vicki R. Palmer
Director October 30, 2020 Colin V. Reed
Colin V. Reed
Director October 30, 2020
E. Stewart Shea, III
E. Stewart Shea, III
Director October 30, 2020 Cecelia D. Stewart
Cecelia D. Stewart
Director October 30, 2020
Rajesh Subramaniam
Rajesh Subramaniam
Director October 30, 2020 Rosa Sugrañes
Rosa Sugrañes
Director October 30, 2020
R. Eugene Taylor
R. Eugene Taylor
Director October 30, 2020      

 

  *By:  /s/ Clyde A. Billings, Jr.   October 30, 2020
    Clyde A. Billings, Jr.    
    As Attorney-in-Fact    

 

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