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
AMERICAN EQUITY
INVESTMENT LIFE HOLDING COMPANY
(Exact name of registrant as specified in its charter)
Iowa |
| 42-1447959 |
(State of incorporation or organization) |
| (IRS Employer Identification No.) |
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6000 Westown Parkway |
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(Address of principal executive offices) |
| (Zip Code) |
Securities to be registered pursuant to Section 12(b) of the Act:
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 |
| New York Stock Exchange |
If this Form 8-A relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is to become effective pursuant to General Instruction A.(c), please check the following box. x
If this Form 8-A relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is to become effective pursuant to General Instruction A.(d), please check the following box. o
Securities Act registration statement file number to which this form relates: File No. 333-233544
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 hereby are depositary shares (the “Depositary Shares”), each representing a 1/1,000th interest in a share of 6.625% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series B, par value $1.00 and $25,000 liquidation preference per share (the “Preferred Stock”), of American Equity Investment Life Holding Company (the “Registrant”). Incorporated by reference herein are the descriptions of the Depositary Shares and the underlying Preferred Stock contained under the headings “Description of the Depositary Shares” and “Description of the Series B Preferred Stock”, respectively, in the Registrant’s prospectus supplement, dated June 10, 2020, to the prospectus, dated August 30, 2019, included in the Registrant’s registration statement on Form S-3ASR (File No. 333-233544), filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended. The Depositary Shares are expected to be listed on the New York Stock Exchange.
Item 2. Exhibits.
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4.1 | |
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4.2 | Form of Depositary Receipt (included in Exhibit 4.1 hereto). |
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.
Dated: June 16, 2020 | AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY | |
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| /s/ Renee D. Montz | |
| Name: | Renee D. Montz |
| Title: | Executive Vice President, General Counsel |