Registration No. 333-80605
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
GERMAN AMERICAN BANCORP
-----------------------
(Exact Name of Registrant as Specified in Its Charter)
Indiana 35-1547518
------- ----------
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification Number)
711 Main Street, Box 810
Jasper, Indiana 47546-3042
--------------------------
(Address of Principal Executive Offices)
GERMAN AMERICAN BANCORP 1999 LONG-TERM EQUITY INCENTIVE PLAN
GERMAN AMERICAN BANCORP 1992 STOCK OPTION PLAN
GERMAN AMERICAN BANCORP 1999 EMPLOYEE STOCK PURCHASE PLAN
(Full Title of the Plans)
Copy to:
Mark A. Schroeder Mark B. Barnes
President and Chief Executive Officer Ice Miller
711 Main Street, Box 810 One American Square, Box 82001
Jasper, Indiana 47546-3042 Indianapolis, Indiana 46282-0002
(812) 482-1314 (317) 236-2100
(Name, address and telephone number,
including area code, of Agent for Service)
<PAGE>
The sole purpose of this Post-Effective Amendment No. 1 is to add to the
listing of those documents that are deemed to be automatically incorporated by
reference in this Registration Statement, pursuant to Section 3 of Part II of
this Registration Statement, the following:
All documents subsequently filed by the German American Bancorp 1999
Employee Stock Purchase Plan pursuant to Section 15(d) of the Exchange Act,
prior to the filing of a post-effective amendment to this Registration
Statement which indicates that all securities offered have been sold or
which deregisters all securities then remaining unsold, shall be deemed to
be incorporated by reference herein and to be part hereof from the date of
filing of such documents.
This Registration Statement, including the listing in the original Part II,
Item 3, of other documents that are deemed to be incorporated by reference in
this Registration Statement, is otherwise not amended by this Post-Effective
Amendment No. 1, and shall continue in full force and effect in accordance with
its terms.
<PAGE>
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 this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in Jasper, Indiana, on this 13th day of
November, 2000.
GERMAN AMERICAN BANCORP
By: /s/ Mark A. Schroeder
-----------------------------------------
Mark A. Schroeder
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 November 13, 2000.
Signature and Title
/s/ Mark A. Schroeder
---------------------------------------------
Mark A. Schroeder, President and Director
(Chief Executive Officer)
*
---------------------------------------------
George W. Astrike, Director
*
---------------------------------------------
David G. Buehler, Director
---------------------------------------------
David B. Graham, Director
*
---------------------------------------------
William R. Hoffman, Director
---------------------------------------------
J. David Lett, Director
<PAGE>
---------------------------------------------
James C. McCormick, Director
*
---------------------------------------------
Gene C. Mehne, Director
*
---------------------------------------------
Robert L. Ruckriegel, Director
*
---------------------------------------------
Larry J. Seger, Director
*
---------------------------------------------
Joseph F. Steurer, Director
---------------------------------------------
C.L. Thompson, Director
---------------------------------------------
Michael J. Voyles, Director
/s/ Richard E. Trent
---------------------------------------------
Richard E. Trent, Senior Vice President
(Chief Financial Officer and Principal
Accounting Officer)
*By: /s/ Mark A. Schroeder
----------------------------------------
Mark A. Schroeder, as attorney-in-fact
<PAGE>
The Plan.
Pursuant to the requirements of the Securities Act of 1933, the Human Resources
Committee of the Registrant, acting as the administrator of the Registrant's
1999 Employee Stock Purchase Plan, has duly caused this Post-Effective Amendment
No. 1 to this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in Jasper, Indiana, on this13th day of
November, 2000.
GERMAN AMERICAN BANCORP
1999 EMPLOYEE STOCK PURCHASE PLAN
By: /s/ Mark A. Schroeder
-----------------------------------------
Mark A. Schroeder, a member of the
Human Resources Committee