Form 8-A12B - Registration of securities [Section 12(b)]
November 04 2024 - 3:47PM
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
Avery
Dennison Corporation
(Exact name of registrant as specified in its charter)
|
|
|
| Delaware |
|
95-1492269 |
| (State of incorporation or organization) |
|
(I.R.S. Employer Identification No.) |
8080 Norton Parkway
Mentor, Ohio
(Address of
principal executive offices and zip code)
Securities to be registered pursuant to Section 12(b) of the Act:
|
|
|
| Title of each class
to be so
registered |
|
Name of each exchange on which
each
class is to be registered |
| 3.750% Senior Notes due 2034 |
|
Nasdaq Global Market |
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), check the following box ☒
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), check the following box ☐
Securities Act
registration statement file number to which this form relates:
333-264452
Securities to be registered pursuant to Section 12(g) of the Act:
None
Item 1. Description of Registrant’s Securities to be Registered.
A description of the 3.750% Senior Notes due 2034 (the “Notes”) to be registered hereunder is incorporated herein by reference to the
description included under the captions “Description of the Notes” in the Prospectus Supplement, dated October 30, 2024, to the Prospectus included as a part of the Registrant’s Registration Statement on Form S-3ASR (File No. 333-264452), dated as of April 22, 2022, filed with the Securities and Exchange Commission (“SEC”). For purposes of such description, any
prospectus filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended, that purports to describe the Notes shall be deemed to be incorporated by reference into this Registration Statement on Form
8-A.
Item 2. Exhibits.
The following exhibits to this Registration Statement on Form 8-A are incorporated by reference from
the documents specified, which have been filed with the SEC.
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| Exhibit No. |
|
Description |
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| 4.1 |
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Indenture between Avery Dennison Corporation and The Bank of New York Trust Company, N.A., as Trustee, dated as of November
20, 2007 (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on November 20, 2007). |
|
|
| 4.2 |
|
Fourth Supplemental Indenture between Avery Dennison Corporation and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of
March 3, 2017 (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on March 3, 2017). |
|
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| 4.3 |
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Form of 1.250% Senior Notes due 2025 (included as Exhibit A to Exhibit 4.2). |
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| 4.4 |
|
Tenth Supplemental Indenture between Avery Dennison Corporation and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of November 4,
2024 (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on November 4, 2024). |
|
|
| 4.5 |
|
Form of 3.750% Senior Notes due 2034 (included as Exhibit A to Exhibit 4.4). |
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.
Date: November 4, 2024
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| AVERY DENNISON CORPORATION |
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| By: |
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/s/ Gregory S. Lovins |
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Name: Gregory S. Lovins |
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|
Title: Senior Vice President and
Chief Financial Officer |
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