Securities Registration (section 12(b)) (8-a12b)
14 September 2022 - 10:44PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
FORM 8-A
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
______________________
AGNC Investment Corp.
(Exact name of registrant as specified in its charter)
______________________
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Delaware |
26-1701984 |
(State of incorporation or organization) |
(IRS Employer Identification No.) |
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2 Bethesda Metro Center, 12th Floor
Bethesda, Maryland |
20814 |
(Address of principal executive offices) |
(Zip Code) |
Securities to be registered pursuant to Section 12(b) of the
Act:
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Title of each class |
Name of each exchange on which |
to be so registered |
each class is to be registered |
Depositary Shares (each representing a 1/1,000th
interest in a share of 7.75% Series G Fixed-Rate Reset Cumulative
Redeemable
Preferred Stock)
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The Nasdaq Stock Market LLC |
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), please 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), please check the
following box. [ ]
If this relates to the registration of a class of securities
concurrently with a Regulation A offering, check the following box.
[ ]
Securities Act registration statement file number to which this
form relates:
File No. 333-257014
Securities to be registered pursuant to Section 12(g) of the
Act:
None.
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1.
Description of Registrant's Securities to be
Registered.
The securities to be registered hereunder are the depositary shares
(each a “Depositary Share” and collectively the “Depositary
Shares”), each representing a 1/1,000th interest in a share of
7.75% Series G Fixed-Rate Reset Cumulative Redeemable Preferred
Stock, $0.01 par value, with a liquidation preference of $25,000
per share (equivalent to a $25.00 liquidation preference per
Depositary Share) (the “Series G Preferred Stock”) of AGNC
Investment Corp. (the “Company”). The description of the terms of
the Depositary Shares and the Series G Preferred Stock set forth
under the headings “Description of the Depositary Shares” and
“Description of the Series G Preferred Stock” in the Company’s
Prospectus Supplement dated September 7, 2022 and under the
headings “Description of Depositary Shares” and “Description of
Equity Securities—Preferred Stock” in the accompanying prospectus
that constitutes a part of the Company’s Shelf Registration
Statement on Form S-3ASR (File No. 333-257014) filed under the
Securities Act of 1933, as amended are incorporated herein by
reference.
Item 2. Exhibits.
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3.1 |
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3.2 |
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3.3 |
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3.4 |
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3.5 |
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3.6 |
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3.7 |
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4.1 |
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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.
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AGNC INVESTMENT CORP. |
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Dated: September 14, 2022 |
By: |
/s/ Peter J. Federico |
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Peter J. Federico |
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Director, President and Chief Executive Officer |
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