As filed with the Securities and Exchange Commission on December 20, 2012

Registration No. 333-137103

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

POST-EFFECTIVE AMENDMENT NO. 1

TO

FORM S-8

Registration Statement No. 333-137103

Under

The Securities Act of 1933

 

 

FENTURA FINANCIAL, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Michigan		38-2806518
(State or other jurisdiction of incorporation or organization)		(I.R.S. employer identification no.)

175 N Leroy, P.O. Box 725, Fenton, Michigan 48430

(Address of principal executive offices, including zip code)

 

 

Fentura Financial, Inc. 1996 Employee Stock Option Plan

(Full title of the plan)

Ronald L. Justice

President and Chief Executive Officer

Fentura Financial, Inc.

175 N. Leroy, P.O. Box 725

Fenton, Michigan 48430

(Name and address of agent for service)

(810) 629-2263

(Telephone number, including area code, of agent for service)

 

 

With a copy to:

David B. Braun, Esq.

Joseph B. Hemker, Esq.

Howard & Howard Attorneys PLLC

450 West Fourth Street

Royal Oak, Michigan 48067-2557

(248) 645-1483

 

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small reporting company.

 

Large accelerated filer		¨		Accelerated Filer		¨
Non-accelerated filer		¨		Smaller Reporting Company		x

 

 

 

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DEREGISTRATION OF SHARES

This Post-Effective Amendment (the “Post Effective Amendment”) relates to the following Registration Statement of Fentura Financial, Inc., a Michigan corporation (the “Company”) on Form S-8 (the “Registration Statement”).

 

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Registration Statement No. 333-137103 registering 85,622 shares of Common Stock for issuance under the Fentura Financial, Inc. 1996 Employee Stock Option Plan.

The Company has terminated all offerings of its securities pursuant to its existing registration statements, including the Registration Statement. Accordingly, the Company is filing this Post-Effective Amendment No. 1 to the Registration Statement No. 333-137103 pursuant to Rule 478 under the Securities Act of 1933, as amended to terminate the effectiveness of the Registration Statement, and, in accordance with the undertakings of the Company in Part II of the Registration Statement, to remove from registration, by means of a post-effective amendment, any securities that had been registered for issuance but that remain unsold at the termination of the offering, hereby removes from registration any and all securities registered but unsold under the Registration Statement as of the date hereof.

 

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SIGNATURES

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 be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Fenton, State of Michigan, on December 20, 2012.

 

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

 

Signature		Title		Date
/s/ Ronald L. Justice Ronald L. Justice		President, Chief Executive Officer and Director (Principal Executive Officer)		December 20, 2012
/s/ James Distelrath James Distelrath		Chief Financial Officer (Principal Accounting Officer)		December 20, 2012
/s/ Thomas P. McKenney Thomas P. McKenney		Chairman of the Board		December 20, 2012
/s/ Brian P. Petty Brian P. Petty		Director		December 20, 2012
/s/ William H. Dery, M.D. William H. Dery, M.D.		Director		December 20, 2012
/s/ Frederick P. Dillingham Frederick P. Dillingham		Director		December 20, 2012

 

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Signature		Title		Date
/s/ Donald L. Grill Donald L. Grill		Director		December 20, 2012
/s/ Randy Hicks Randy Hicks		Director		December 20, 2012
/s/ Ronald K. Rybar Ronald K. Rybar		Director		December 20, 2012
/s/ JoAnne Shaw JoAnne Shaw		Director		December 20, 2012

 

By:		/s/ Ronald L. Justice
		Ronald L. Justice, Attorney-in-Fact

 

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