Securities Registration (section 12(b)) (8-a12b)
12 December 2012 - 9:21AM
Edgar (US Regulatory)
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
FlexShares Trust
(Exact Name of Registrant as Specified in Its Charter)
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Maryland
(State of Incorporation or Organization)
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(See Next Page)
(I.R.S. Employer Identification No.)
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50 South LaSalle Street, Chicago, Illinois
(Address of principal executive offices)
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60603
(Zip Code)
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Securities to be registered pursuant to
Section 12(b) of the Act:
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Title of Each Class
to be so Registered:
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Name of Each Exchange on Which
Each Class is to be so Registered:
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(I.R.S. Employer
Identification No.)
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FlexShares® Quality Dividend Index
Fund
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NYSE Arca, Inc.
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80-0860279
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FlexShares® Quality Dividend
Dynamic Index Fund
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NYSE Arca, Inc.
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38-3889394
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FlexShares® Quality Dividend
Defensive Index Fund
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NYSE Arca, Inc
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32-0391564
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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), 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), please check the following box.
¨
Securities Act registration statement file number to which this form relates: 333-173967.
Securities to be registered pursuant to Section 12(g) of the Act: NONE
Item 1. Description of Registrants Securities to be Registered.
A description of the shares of beneficial interest, $0.0001 par value, of FlexShares Trust (the Trust) to be registered hereunder is set
forth in Post-Effective Amendment No. 30 to the Trusts Registration Statement on Form N-1A (File Nos. 333-173967; 811-22555), as filed on December 7, 2012, which description is incorporated herein by reference as filed with the
Securities and Exchange Commission.
Item 2. Exhibits
1. The Trusts Amended and Restated Agreement and Declaration of Trust is included as Exhibit (a)(3) to the Trusts Pre-Effective Amendment No. 2 to the Trusts Registration Statement
on Form N-1A (File Nos.
333-173967; 811-22555), as filed on September 1, 2011, and incorporated herein by reference.
2. The
Trusts Amended and Restated Schedule A to the Amended and Restated Agreement and Declaration of Trust is included as Exhibit (a)(4) to the Trusts Post-Effective Amendment No. 21 to the Trusts Registration Statement on Form
N-1A (File Nos. 333-173967; 811-22555), as filed on September 11, 2012, and incorporated herein by reference.
3. The Trusts
By-Laws are included as Exhibit (b) to Pre-Effective Amendment No. 2 to the Trusts Registration Statement on Form N-1A (File Nos. 333-173967; 811-22555), as filed on September 1, 2011, and incorporated herein by reference.
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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FLEXSHARES TRUST
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Date: December 11, 2012
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By:
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/s/ Peter K. Ewing
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