0000923603-14-000037.txt : 20140519 0000923603-14-000037.hdr.sgml : 20140519 20140519172104 ACCESSION NUMBER: 0000923603-14-000037 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140519 DATE AS OF CHANGE: 20140519 EFFECTIVENESS DATE: 20140519 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FelCor Lodging Trust Inc CENTRAL INDEX KEY: 0000923603 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 752541756 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 333-176193 FILM NUMBER: 14855594 BUSINESS ADDRESS: STREET 1: 545 E JOHN CARPENTER FREEWAY STREET 2: SUITE 1300 CITY: IRVING STATE: TX ZIP: 75062 BUSINESS PHONE: 9724444900 MAIL ADDRESS: STREET 1: 545 E JOHN CARPENTER FREEWAY STREET 2: SUITE 1300 CITY: IRVING STATE: TX ZIP: 75062 FORMER COMPANY: FORMER CONFORMED NAME: FELCOR LODGING TRUST INC DATE OF NAME CHANGE: 19980810 FORMER COMPANY: FORMER CONFORMED NAME: FELCOR SUITE HOTELS INC DATE OF NAME CHANGE: 19940523 S-8 POS 1 a2014q2forms-8pos5x19x14.htm S-8 POS 2014 Q2 Form S-8 POS 5-19-14


As filed with the Securities and Exchange Commission on May 19, 2014
Registration No. 333-176193

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
_________________________________

FELCOR LODGING TRUST INCORPORATED
(Exact name of registrant as specified in its charter)
Maryland
 
75-2541756
(State or other jurisdiction of
 
(I.R.S. Employer
incorporation or organization)
 
Identification No.)
545 E. John Carpenter Frwy., Suite 1300
 
 
Irving, Texas
 
75062
(Address of Principal Executive Offices)
 
(Zip Code)
FELCOR LODGING TRUST INCORPORATED
2005 Restricted Stock and Stock Option Plan
(Full title of the plan)
__________________________________
Jonathan H. Yellen
Executive Vice President, General Counsel and Secretary
FelCor Lodging Trust Incorporated
545 E. John Carpenter Frwy., Suite 1300
Irving, Texas 75062
(Name and address of agent for service)
(972) 444-4900
(Telephone number, including area code, of agent for service)
__________________________________
Copy to:
Robert W. Dockery
Akin Gump Strauss Hauer & Feld LLP
1700 Pacific Avenue, Suite 4100
Dallas, Texas 75201
__________________________________

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 x
Accelerated filer o
Non-accelerated filer o
Smaller reporting company o
(Do not check if a smaller reporting company)



DEREGISTRATION OF SECURITIES

FelCor Lodging Trust Incorporated (the “Company”) has registered an aggregate of 3,200,000 shares for issuance under the Company’s 2005 Restricted Stock and Stock Option Plan (the “2005 Plan”), pursuant to a Registration Statement on Form S-8 filed with the Securities and Exchange Commission on August 8, 2011 (File No. 333-176193).

Effective as of May 19, 2014, the Company adopted its 2014 Equity Compensation Plan (the “2014 Plan”), and 1,100,000 unissued shares formerly issuable under the 2005 Plan are being carried-forward and will now be issuable under the 2014 Plan. Accordingly, this Post-Effective Amendment is being filed to de-register 1,100,000 shares previously registered on Registration Statement No. 333-176193 for issuance under the 2005 Plan and to move those shares to a new Registration Statement on Form S-8 to be filed by the Company for shares issuable under the 2014 Plan.



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SIGNATURES

Pursuant to the requirements of the Securities Act, 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 Amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Irving, State of Texas, on May 19, 2014.

 
 
FELCOR LODGING TRUST INCORPORATED
 
 
a Maryland corporation
 
 
 
 
 
 
 
 
 
 
By:
/s/Jonathan H. Yellen
 
 
 
Jonathan H. Yellen
 
 
 
Executive Vice President, General Counsel and Secretary

Pursuant to the requirements of the Securities Act, this Amendment has been signed by the following persons in the capacities and on the date indicated:

Signature
Title
Date
 
 
 
*
Chairman of the Board and
 
Thomas J. Corcoran, Jr.
Director
 
 
 
 
*
President, Chief Executive
 
Richard A. Smith
Officer and Director
 
 
 
 
/s/ Michael C. Hughes
 
5/19/2014
Michael C. Hughes
Senior Vice President, Chief
Financial Officer and Treasurer
 
/s/ Jeffrey D. Symes
 
5/19/2014
Jeffrey D. Symes
Senior Vice President, Chief Accounting Officer and Controller
 
 
 
 
*
Director
 
Glenn A. Carlin
 
 
 
 
 
*
Director
 
Robert F. Cotter
 
 
 
 
 
 
 
 

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Signature
Title
Date


 
 
*
Director
 
Christopher J. Hartung
 
 


 
 
*
Director
 
Thomas C. Hendrick
 
 
 
 
 
*
Director
 
Charles A. Ledsinger
 
 
 
 
 
*
Director
 
Robert H. Lutz, Jr.
 
 
 
 
 
*
Director
 
Robert A. Mathewson





*
Director

Mark D. Rozells




*
By:
/s/ Jonathan H. Yellen
May 19, 2014
 
 
Jonathan H. Yellen
 
 
 
Attorney-in-Fact
 
 
 
 
 


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