As filed with the Securities and Exchange Commission on January 18, 2008

Registration No. 333-                                

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM S-8

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

 

HOME BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

Arkansas (State or other jurisdiction of incorporation or organization)		71-0682831 (IRS Employer Identification Number)
719 Harkrider, Suite 100, Conway, Arkansas (Address of registrant’s principal executive offices)		72032 (Zip Code)

HOME BANCSHARES, INC. 2006 STOCK OPTION AND PERFORMANCE INCENTIVE PLAN
(Full title of the plan)

John W. Allison		Copy to:
Chairman and Chief Executive Officer Home BancShares, Inc. 719 Harkrider, Suite 100 Conway, Arkansas 72032 Telephone: (501) 329-9330 (Name, address and telephone number, including area code, of agent for service)		John S. Selig, Esq. Mitchell, Williams, Selig, Gates & Woodyard, P.L.L.C. 425 West Capitol Avenue, Suite 1800 Little Rock, Arkansas 72201 Telephone: (501) 688-8804 Facsimile: (501) 918-7804

CALCULATION OF REGISTRATION FEE

Proposed Maximum

Proposed Maximum

Title of Each Class of

Amount to be

Offering Price Per

Aggregate Offering

Amount of

Securities to be Registered

Registered (1)

Share (2)

Price (2)

Registration Fee (2)

Common Stock, par value $0.01

300,000

$

19.97

$

5,991,000

$

235

 

 

     Pursuant to General Instruction E, the contents of Home BancShares, Inc.’s 2006 Stock Option and Performance Incentive Plan registration statement on Form S-8 (File No. 333-136645) are incorporated herein by reference.

PART II

INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 5. Interests of Named Experts and Counsel.

     Certain legal matters with respect to the validity of the shares of our Common Stock offered hereby will be passed upon for us by Mitchell, Williams, Selig, Gates & Woodyard, P.L.L.C., Little Rock, Arkansas. As of October 15, 2007, attorneys with Mitchell, Williams, Selig, Gates & Woodyard, P.L.L.C. beneficially own approximately 10,771 shares of our Common Stock.

Item 8. Exhibits.

     The exhibits to this Form S-8 are listed on the exhibit index, which appears elsewhere herein and is incorporated herein by reference.

SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing this registration statement on Form S-8 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Conway, State of Arkansas, on January 18, 2008.

POWER OF ATTORNEY

     KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints John W. Allison and Randy E. Mayor, and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments (including post-effective amendments) to this registration statement, and to file the same, with all exhibits thereto and all documents in connection therewith, with the Commission, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that each said attorneys-in-fact and agents, or his or their substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

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

Signature		Title		Date
/s/ John W. Allison   John W. Allison		Chief Executive Officer and Chairman of the Board of Directors (Principal Executive Officer)		January 18, 2008
/s/ Ron W. Strother   Ron W. Strother		President, Chief Operating Officer and Director		January 18, 2008
/s/ Randy E. Mayor   Randy E. Mayor		Chief Financial Officer and Treasurer (Principal Financial Officer and Principal Accounting Officer)		January 18, 2008
/s/ Robert H. “Bunny” Adcock   Robert H. “Bunny” Adcock		Vice Chairman of the Board and Director		January 18, 2008
/s/ Richard H. Ashley   Richard H. Ashley		Director		January 18, 2008
/s/ Dale A. Bruns   Dale A. Bruns		Director		January 18, 2008

Signature		Title		Date
/s/ Richard A. Buckheim   Richard A. Buckheim		Director		January 18, 2008
/s/ S. Gene Cauley   S. Gene Cauley		Director		January 18, 2008
/s/ Jack E. Engelkes   Jack E. Engelkes		Director		January 18, 2008
/s/ James G. Hinkle   James G. Hinkle		Director		January 18, 2008
/s/ Alex R. Lieblong   Alex R. Lieblong		Director		January 18, 2008
/s/ C. Randall Sims   C. Randall Sims		Secretary and Director		January 18, 2008
/s/ William G. Thompson   William G. Thompson		Director		January 18, 2008

EXHIBIT INDEX

Exhibit Number				Description
5		—		Opinion of Mitchell, Williams, Selig, Gates & Woodyard, P.L.L.C.
15		—		Awareness Letter from BKD, LLP regarding unaudited interim financial information
23.1		—		Consent of BKD, LLP
23.2		—		Consent of Ernst & Young, LLP
23.3		—		Consent of Mitchell, Williams, Selig, Gates & Woodyard, P.L.L.C. (included in Exhibit 5)
24		—		Power of Attorney (on signature page)
99.1		—		Amendment to 2006 Stock Option and Performance Incentive Plan of Home BancShares, Inc. (incorporated by reference to Exhibit 10.1 of Home BancShares’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2007, filed on August 8, 2007)