Rhino Resource Partners S-8 POSRegistration of securities for employees (post-effective amendment)

As filed with the Securities and Exchange Commission on June 5, 2020

Registration No. 333-169714

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 333-169714

UNDER THE SECURITIES ACT OF 1933

RHINO RESOURCE PARTNERS LP

(Exact name of registrant as specified in its charter)

RHINO LONG-TERM INCENTIVE PLAN

(Full title of the plan)

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 Securities Exchange Act of 1934, as amended (the “Exchange Act”).

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. [  ]

DEREGISTRATION OF SECURITIES

This post-effective amendment (the “Post-Effective Amendment”) is being filed to deregister unsold shares of common units representing limited partner interests (the “Common Units”) in Rhino Resource Partners LP (the “Registrant”), under the Registration Statement on Form S-8 filed by the Registrant (File No. 333-169714)(the “Registration Statement”) with the Securities and Exchange Commission pertaining to the registration of Common Units offered under the Registrant’s Long Term Incentive Plan.

The Registrant has terminated all offerings of its Common Units pursuant to the Registration Statement. Accordingly, pursuant to the undertaking contained in the Registration Statement, the Registrant hereby removes from registration, by means of the Post-Effective Amendment, any of the Common Units registered that remain unsold under the Registration Statement as of the date hereof.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended (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 Post-Effective Amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Lexington, State of Kentucky, on this 5^th day of June, 2020.

Pursuant to the requirements of the Securities Act, these Post-Effective Amendments have been signed below by the following persons in the capacities indicated on June 5, 2020.