Agree Realty Corporation
09/17/2021 | Press release | Distributed by Public on 09/17/2021 06:38
New Listing Registration (SEC Filing - 8-A12B)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934
AGREE REALTY CORPORATION
(Exact name of registrant as specified in its charter)
| Maryland | 38-3148187 | |
| (State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) | |
| 70 E. Long Lake Road, Bloomfield Hills, Michigan | 48304 | |
| (Address of principal executive offices) | (Zip Code) |
Securities to be registered pursuant to Section 12(b) of the Act:
|
Title of each class |
Name of each exchange on which |
|
|
Depositary Shares, Each Representing 1/1,000th of a |
New York Stock |
Securities to be registered pursuant to Section 12(g) of the Act:
N/A
(Title of class)
If this Form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box. x
If this Form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box. ¨
If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ¨
Securities Act registration statement or Regulation A offering statement file number to which this Form relates (if applicable): 333-238729
Item 1. Description of Registrant's Securities to be Registered.
Agree Realty Corporation (the 'Company') hereby incorporates by reference herein the description of its Depositary Shares (the 'Depositary Shares'), each representing 1/1,000th of a share of 4.250% Series A Cumulative Redeemable Preferred Stock, par value $0.0001 per share, to be registered hereunder, set forth under the heading 'Description of the Series A Preferred Shares and the Depositary Shares' in the Company's prospectus supplement, dated September 8, 2021, as filed with the United States Securities and Exchange Commission on September 9, 2021 pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended, and under the headings 'Description of Preferred Stock' and 'Description of Depositary Shares' in the accompanying prospectus.
The Depositary Shares will be listed on the New York Stock Exchange.
Item 2. Exhibits.
| 3.7 | Articles of Amendment of the Company (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on April 25, 2019). |
| 3.8 | Amendment to the Articles of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on May 10, 2021). |
| 3.9 | Articles Supplementary to the Articles of Incorporation of the Company designating the 4.250% Series A Cumulative Redeemable Preferred Stock, $0.0001 par value per share (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on September 13, 2021). |
| 4.1* | Master Deposit Agreement among the Company, Computershare Inc. and Computershare Trust Company, N.A., jointly as depositary, and the holders from time to time of the depositary receipts described therein relating to shares of 4.250% Series A Cumulative Redeemable Preferred Stock of the Company, dated as of September 17, 2021. |
* Filed herewith.
2
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
| AGREE REALTY CORPORATION | ||
| By: |
/s/ Peter Coughenour |
|
| Name: Peter Coughenour | ||
| Title: Interim Chief Financial Officer | ||
| Date: September 17, 2021 |