Securities Registration (section 12(b)) (8-a12b)
May 24 2019 - 3:18PM
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
EMERSON
ELECTRIC CO.
(Exact name of registrant as specified in its charter)
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Missouri
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43-0259330
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(State of incorporation or organization)
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(IRS Employer Identification No.)
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8000 West Florissant Avenue St. Louis, Missouri
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63136
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(Address of principal executive offices)
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(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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0.375% Notes due 2024
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New York Stock Exchange
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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) or (e), 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) 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 file number to which this form relates:
333-221668
(if applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
None
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Emerson Electric Co., a Missouri corporation (the Company) has filed with the Securities and Exchange Commission (the
SEC) pursuant to Rule 424(b) under the Securities Act of 1933, as amended, a prospectus supplement dated May 15, 2019 (the Prospectus Supplement) to a prospectus dated November 20, 2017 (the Prospectus), contained
in the Companys effective Registration Statement on Form S-3 (File No. 333-221668), which Registration Statement was filed with the SEC on November 20, 2017, relating to the securities to be registered hereunder. The Company incorporates
by reference the Prospectus and the Prospectus Supplement to the extent set forth below.
Item 1.
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Description of Securities to be Registered.
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The securities to be registered hereunder are the Companys 500,000,000 0.375% Notes due 2024. The information required by this item
is incorporated by reference to the information contained in the sections captioned Description of the Notes in the Prospectus Supplement and Description of the Debt Securities in the Prospectus.
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Exhibit
No.
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Description of Exhibit
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4.1
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Indenture, dated as of December 10, 1998, between the Company and Wells Fargo Bank, National Association (as successor to The Bank of New York Mellon Trust Company, N.A., successor to The Bank of New York Mellon (formerly known
as The Bank of New York)) (incorporated by reference to Exhibit 4(b) to the Companys Annual Report on Form
10-K
for the fiscal year ended September 30, 1998).
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4.2
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Second Supplemental Indenture dated as of May 22, 2019 among the Company and Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Companys Current Report on Form
8-K
filed May 22, 2019).
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4.3
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Agency Agreement, dated as of May 22, 2019, by and among the Company, as issuer, Elavon Financial Services DAC, UK Branch, as paying agent, U.S. Bank National Association, as registrar and transfer agent, and Wells Fargo Bank,
National Association, as trustee (incorporated by reference to Exhibit 4.3 to the Companys Current Report on Form
8-K
filed May 22, 2019).
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4.4
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0.375% Notes due 2024 (incorporated by reference to Exhibit 4.4 to the Companys Current Report on Form
8-K
filed May 22, 2019).
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SIGNATURES
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, thereunto duly authorized.
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EMERSON ELECTRIC CO.
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Date: May 24, 2019
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By:
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/s/ John A. Sperino
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Name:
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John A. Sperino
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Title:
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Vice President and Assistant Secretary
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