-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, L3IVsB8v5bITGsAmKx6/mPnnZKGgZvoKeUN00lLbIHJU3JLH6HGsX3wgQwV2SKIm j5XEEs0i1dhSrlgj2uRgog== 0000930661-00-000896.txt : 20000410 0000930661-00-000896.hdr.sgml : 20000410 ACCESSION NUMBER: 0000930661-00-000896 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20000407 EFFECTIVENESS DATE: 20000407 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHWEST SECURITIES GROUP INC CENTRAL INDEX KEY: 0000878520 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 752040825 STATE OF INCORPORATION: DE FISCAL YEAR END: 0625 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: SEC FILE NUMBER: 333-65073 FILM NUMBER: 596033 BUSINESS ADDRESS: STREET 1: SUITE 3500 STREET 2: 1201 ELM STREET CITY: DALLAS STATE: TX ZIP: 75270 BUSINESS PHONE: 2146511800 MAIL ADDRESS: STREET 1: SUITE 3500 STREET 2: 1201 ELM STREET CITY: DALLAS STATE: TX ZIP: 75270 S-8 POS 1 POST-EFFECTIVE AMD#1 TO FORM S-8 As filed with the Securities and Exchange Commission on April 7, 2000 Registration No. 333-65073 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 SOUTHWEST SECURITIES GROUP, INC. (Exact name of registrant as specified in its charter) 75-2040825 Delaware (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1201 Elm Street, Suite 3500 Dallas, Texas 75270 (Address of Principal Executive Offices) SOUTHWEST SECURITIES GROUP, INC. STOCK PURCHASE PLAN (Full title of the plan) David Glatstein Copy to: David G. McLane, Esq. President and Chief Executive Officer Gardere & Wynne, L.L.P. Southwest Securities Group, Inc. 1601 Elm Street 1201 Elm Street, Suite 3500 Suite 3000 Dallas, Texas 75270 Dallas, Texas 75201 (214) 658-1800 (214) 999-4607 (Name and address, including zip code, and telephone number, including area code, of agent for service) DEREGISTRATION OF CERTAIN SHARES OF COMMON STOCK 399,999 shares of Common Stock, $.10 par value, of the registrant previously registered under this registration statement for use under the Southwest Securities Group, Inc. Stock Purchase Plan have not been used prior to this date and such shares are hereby withdrawn from registration under this registration statement and are to be, along with the associated filing fee paid with the registration of those shares in the amount of $2,218 transferred to a new Registration Statement on Form S-8 of the registrant to register 400,000 shares of Common Stock, $.10 par value, for use under the Southwest Securities Deferred Compensation Plan. This Post-Effective Amendment No. 1 to the Registration Statement on Form S-8, File No. 333-65073 (the "Registration Statement") is being filed by Southwest Securities Group, Inc. (the "Registrant") pursuant to Instruction E of Form S-8 to transfer 399,999 shares of Common Stock, $.10 par value, previously registered under the Registration Statement to a new Registration Statement on Form S-8 to be filed to register 400,000 shares of Common Stock, $.10 par value, and related deferred compensation obligations under the Southwest Securities Deferred Compensation Plan. Item 8. Exhibits. 10.6 Southwest Securities Group, Inc. Stock Purchase Plan (Restated) (incorporated by reference to the corresponding exhibit to the Registrant's Quarterly Report on Form 10-Q filed February 16, 1999 23.1* Consent of KPMG LLP - --------------- * Filed herewith. II-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 No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Dallas, State of Texas, on April 7, 2000. SOUTHWEST SECURITIES GROUP, INC. (Registrant) By: /s/ David Glatstein ------------------------------------ David Glatstein, President and Chief Executive Officer 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 indicated on April 7, 2000. Name Title ---- ----- /s/ David Glatstein President and Chief Executive Officer and - ------------------------------ David Glatstein Director (Principal Executive Officer) * Chief Financial Officer and Treasurer - ------------------------------ Stacy M. Hodges (Principal Financial Officer) * Controller - ------------------------------ Laura Leventhal (Principal Accounting Officer) * Director and Chairman of the Board - ------------------------------ Don A. Buchholz Director - ------------------------------ Brodie L. Cobb * Director - ------------------------------ J. Jan Collmer /s/ R. Jan LeCroy Director - ------------------------------ R. Jan LeCroy Director - ------------------------------ Robert F. Gartland * Director - ------------------------------ Frederick R. Meyer II-2 Director - ------------------------------ Jon L. Mosle, Jr. *By: /s/ David Glatstein -------------------------- David Glatstein As Attorney-in-Fact II-3 INDEX TO EXHIBITS Exhibit Number Exhibit 10.6 Southwest Securities Group, Inc. Stock Purchase Plan (Restated) (incorporated by reference to the corresponding exhibit to the Registrant's Quarterly Report on Form 10-Q filed February 16, 1999 23.1* Consent of KPMG LLP _____________ * Filed herewith. EX-23.1 2 CONSENT OF KPMG LLP Exhibit 23.1 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statement (333- 65073) on Form S-8 of Southwest Securities Group, Inc. of our report dated July 27, 1999, except as to the second paragraph of note 19 to the consolidated financial statements which is as of August 6, 1999 and note 18 to the consolidated financial statements which is as of August 10, 1999, relating to the consolidated statements of financial condition of Southwest Securities Group, Inc. and subsidiaries as of June 25, 1999 and June 26, 1998, and the related consolidated statements of income and comprehensive income, stockholders' equity, and cash flows for each of the years in the three-year period ended June 25, 1999, and related financial statement schedule, which report appears in the June 25, 1999 Annual Report on Form 10-K of Southwest Securities Group, Inc. KPMG LLP Dallas, Texas April 7, 2000 -----END PRIVACY-ENHANCED MESSAGE-----