WRI-2014-S-3/PA WRI/Utah

As filed with the Securities and Exchange Commission on April 25, 2014
Registration No. 333-121506

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
________________
Post-Effective Amendment No. 1 to FORM S-3
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
________________
WEINGARTEN REALTY INVESTORS
(Exact name of registrant as specified in its charter)

Texas
(State or other jurisdiction
of incorporation or organization)
 

74-1464203
(I.R.S. Employer
Identification No.)
2600 Citadel Plaza Drive, Suite 125
Houston, Texas 77008
(713) 866-6000
(Address, including zip code, and telephone number, including area code, of registrant's principal executive offices)
________________
Andrew M. Alexander
President and Chief Executive Officer
Weingarten Realty Investors
2600 Citadel Plaza Drive, Suite 125
Houston, Texas 77008
(713) 866-6000
(Name, address, including zip code, and telephone number, including area code, of agent for service)
________________
Approximate date of commencement of proposed sale to the public: The offering to which this Registration Statement relates has terminated.
If the only securities being registered on this form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. ¨
If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. ¨
If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨
If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨
If this form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box. ¨
If this form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. ¨
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 ý
 
Accelerated filer ¨
Non-accelerated filer ¨
 
Smaller reporting company ¨
(Do not check if a smaller reporting company)
 
 





DEREGISTRATION OF SECURITIES
This Post-Effective Amendment relates to the Registration Statement on Form S-3 (Registration No. 333-121506), originally filed with the Securities and Exchange Commission on December 21, 2004 (collectively, including all exhibits thereto, the “Registration Statement”). The Registration Statement registered resales from time to time of 140,260 common shares of beneficial interest, par value $0.03 per share, of Weingarten Realty Investors (the “Company”) issued upon the redemption of Class A Partnership Units of WRI/Utah Properties, L.P. There are no Class A Partnership Units outstanding, and the Company has no further obligation to maintain effectiveness of the Registration Statement. In accordance with an undertaking made by the Company in the Registration Statement to remove by means of a post-effective amendment any securities that remain unsold at the termination of the offering, this Post-Effective Amendment is being filed to terminate the effectiveness of the Registration Statement and to remove from registration all securities registered but not sold under the Registration Statement.



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-3 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Houston, State of Texas, on the 25th day of April, 2014.
WEINGARTEN REALTY INVESTORS
 
 
By:
/s/ Andrew M. Alexander
 
Andrew M. Alexander
 
President and Chief Executive Officer
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
By:
 
/s/ Andrew M. Alexander
 
Chief Executive Officer, President and
 
April 25, 2014
 
 
Andrew M. Alexander
 
Trust Manager
 
 
 
 
 
 
 
 
 
By:
 
/s/ Stanford Alexander
 
Chairman and Trust Manager
 
April 25, 2014
 
 
Stanford Alexander
 
 
 
 
 
 
 
 
 
 
 
By:
 
/s/ Shelaghmichael Brown
 
Trust Manager
 
April 25, 2014
 
 
Shelaghmichael Brown
 
 
 
 
 
 
 
 
 
 
 
By:
 
/s/ James W. Crownover
 
Trust Manager
 
April 25, 2014
 
 
James W. Crownover
 
 
 
 
 
 
 
 
 
 
 
By:
 
/s/ Robert J. Cruikshank
 
Trust Manager
 
April 25, 2014
 
 
Robert J. Cruikshank
 
 
 
 
 
 
 
 
 
 
 
By:
 
/s/ Melvin Dow
 
Trust Manager
 
April 25, 2014
 
 
Melvin Dow
 
 
 
 
 
 
 
 
 
 
 
By:
 
/s/ Stephen A. Lasher
 
Trust Manager
 
April 25, 2014
 
 
Stephen A. Lasher
 
 
 
 
 
 
 
 
 
 
 
By:
 
/s/ Thomas L. Ryan
 
Trust Manager
 
April 25, 2014
 
 
Thomas L. Ryan
 
 
 
 
 
 
 
 
 
 
 
By:
 
/s/ Stephen C. Richter
 
Executive Vice President and Chief
 
April 25, 2014
 
 
Stephen C. Richter
 
Financial Officer
 
 
 
 
 
 
 
 
 
By:
 
/s/ Douglas W. Schnitzer
 
Trust Manager
 
April 25, 2014
 
 
Douglas W. Schnitzer
 
 
 
 
 
 
 
 
 
 
 
By:
 
/s/ Joe D. Shafer
 
Senior Vice President and Chief
 
April 25, 2014
 
 
Joe D. Shafer
 
Accounting Officer
 
 
 
 
 
 
 
 
 
By:
 
/s/ C. Park Shaper
 
Trust Manager
 
April 25, 2014
 
 
C. Park Shaper
 
 
 
 
 
 
 
 
 
 
 
By:
 
/s/ Marc J. Shapiro
 
Trust Manager
 
April 25, 2014
 
 
Marc J. Shapiro