Trane Technologies plc — Regulatory Filings 2012

Dec 12, 2012

As filed with the Securities and Exchange Commission on December 12, 2012

Registration No. 333-00829-99

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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POST-EFFECTIVE AMENDMENT NO. 3

FORM S-8

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

__________

INGERSOLL-RAND PUBLIC LIMITED COMPANY

(Exact name of registrant as specified in its charter)

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Ireland	98-0626632
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
170/175 Lakeview Dr. Airside Business Park Swords, Co. Dublin Ireland
(Address of Principal Executive Offices, Zip Code)

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Ingersoll-Rand Company Incentive Stock Plan of 1995

(Full title of the plan)

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Robert L. Katz

Senior Vice President and General Counsel

c/o Ingersoll-Rand Company

800 Beaty-E Street

Davidson, North Carolina 28036

(Name and address of agent for service)

(704) 655-4000

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

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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.

Large accelerated filer	ý	Accelerated filer	o
Non-accelerated filer	o (Do not check if a smaller reporting company)	Smaller reporting company	o

EXPLANATORY NOTE

This Post-Effective Amendment No. 3 relates to the Registration Statement of Ingersoll-Rand plc (the “Company”), successor to Ingersoll-Rand Company Limited and Ingersoll-Rand Company, on Form S-8 (File No. 333-00829) filed on February 9, 1996, Post-Effective Amendment No-1 (File No. 333-00829-99) filed on January 2, 2002, and Post-Effective Amendment No-2 (File No. 333-00829-99) filed on July 1, 2009 (collectively, the “Registration Statement”), which registered 18,000,000 shares of Company stock (adjusted for stock splits), to be offered pursuant to the Ingersoll-Rand Company Incentive Stock Plan of 1995 (the “Plan”).

The Company hereby terminates the effectiveness of the Registration Statement and, in accordance with an undertaking made by the Company in Part II of the Registration Statement to remove from registration, by means of a post-effective amendment. No securities that had been registered for issuance remain unsold at the termination of the offering.

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. 3 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Davidson, State of North Carolina, on the 12th day of December, 2012.

Ingersoll-Rand Public Limited Company

By: /s/ Michael W. Lamach

(Michael W. Lamach)

Chairman and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 3 to the Registration Statement has been signed below by the following persons in the capacities listed on the 12th day of December, 2012.

	Signature	Title
	/s/ Michael W. Lamach	Chairman, Chief Executive Officer and Director
	(Michael W. Lamach)	(Principal Executive Officer)
	/s/ Steven R. Shawley	Senior Vice President and Chief Financial Officer
	(Steven R. Shawley)	(Principal Financial Officer)
	*	Vice President and Controller
	(Richard J. Weller)	(Principal Accounting Officer)
	*
	(Ann C. Berzin)	Director
	(John Bruton)	Director
	*
	(Jared L. Cohon)	Director
	*
	(Gary D. Forsee)	Director
	*
	(Peter C. Godsoe)	Director
	*
	(Edward E. Hagenlocker)	Director
	*
	(Constance Horner)	Director
	*
	(Theodore E. Martin)	Director
	(Nelson Peltz)	Director
	*
	(Richard J. Swift)	Director
	*
	(Tony L. White)	Director
By:	/s/ Steven R. Shawley
	(Steven R. Shawley)
	Attorney-in-Fact