Securities Registration (section 12(b)) (8-a12b)
April 15 2019 - 11:36AM
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 (g) OF
THE SECURITIES EXCHANGE ACT OF 1934
VERIZON
COMMUNICATIONS INC.
(Exact name of registrant as specified in its charter)
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Delaware
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23-2259884
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(State or other jurisdiction of incorporation
or organization)
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(I.R.S. Employer Identification No.)
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1095 Avenue of the Americas
New York, New York
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10036
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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 registered
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0.875% Notes due 2027
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New York Stock Exchange
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1.250% Notes due 2030
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New York Stock Exchange
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2.500% Notes due 2031
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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 or Regulation A offering statement file number to which this form relates:
333-213439
(if applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of class)
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrants Securities to be Registered.
Verizon Communications Inc. (Verizon) hereby incorporates by reference the description of its securities to be registered hereunder
contained in the Prospectus dated September 1, 2016, under Description of the Debt Securities and in the Prospectus Supplement dated April 2, 2019, under Description of the Notes, filed with the Securities and
Exchange Commission (the Commission) on April 4, 2019, under Rule 424(b)(2) under the Securities Act of 1933, as amended (the Act), pursuant to a Registration Statement on
Form S-3
(No.
333-213439)
previously filed with the Commission under the Act.
Item 2. Exhibits.
1.
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Indenture between Verizon, both individually and as successor in interest to Verizon Global Funding Corp., and
U.S. Bank National Association, as successor trustee to Wachovia Bank, National Association, formerly known as First Union National Bank, as Trustee, dated as of December 1, 2000 (incorporated by reference to Exhibit 4.1 to Verizon Global
Funding Corp.s Registration Statement on
Form S-4,
Registration
No. 333-64792).
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2.
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First Supplemental Indenture between Verizon, both individually and as successor in interest to Verizon Global
Funding Corp., and U.S. Bank National Association, as successor trustee to Wachovia Bank, National Association, formerly known as First Union National Bank, as Trustee, dated as of May 15, 2001 (incorporated by reference to Exhibit 4.2 to
Verizon Global Funding Corp.s Registration Statement on
Form S-3,
Registration
No. 333-67412).
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3.
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Second Supplemental Indenture between Verizon, both individually and as successor in interest to Verizon Global
Funding Corp., and U.S. Bank National Association, as successor trustee to Wachovia Bank, National Association, formerly known as First Union National Bank, as Trustee, dated as of September 29, 2004 (incorporated by reference to
Exhibit 4.1 to Verizons Current Report on
Form 8-K
filed on February 9, 2006).
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4.
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Third Supplemental Indenture between Verizon, both individually and as successor in interest to Verizon Global
Funding Corp., and U.S. Bank National Association, as successor trustee to Wachovia Bank, National Association, formerly known as First Union National Bank, as Trustee, dated as of February 1, 2006 (incorporated by reference to Exhibit 4.2
to Verizons Current Report on
Form 8-K
filed on February 9, 2006).
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5.
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Fourth Supplemental Indenture between Verizon, both individually and as successor in interest to Verizon Global
Funding Corp., and U.S. Bank National Association, as successor trustee to Wachovia Bank, National Association, formerly known as First Union National Bank, as Trustee, dated as of April 4, 2016 (incorporated by reference to Exhibit 4.5 to
Verizons Registration Statement on Form
S-4,
Registration
No. 333-212307
filed on June 29, 2016).
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6.
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Form of Global Note representing the Companys 0.875% Notes due 2027 (incorporated by reference to
Exhibit 4.1 to Verizons Current Report on
Form 8-K
filed on April 8, 2019).
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7.
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Form of Global Note representing the Companys 1.250% Notes due 2030 (incorporated by reference to
Exhibit 4.2 to Verizons Current Report on
Form 8-K
filed on April 8, 2019).
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8.
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Form of Global Note representing the Companys 2.500% Notes due 2031 (incorporated by reference to
Exhibit 4.3 to Verizons Current Report on
Form 8-K
filed on April 8, 2019).
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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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VERIZON COMMUNICATIONS INC.
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Date: April 15, 2019
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By:
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/s/ William L. Horton, Jr.
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Name: William L. Horton, Jr.
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Title: Senior Vice President, Deputy General Counsel and Corporate Secretary
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