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
New York Mortgage Trust, Inc.
(Exact name of registrant as specified in its charter)
Maryland |
| 47-0934168 |
(State of incorporation or organization) |
| (IRS Employer Identification No.) |
90 Park Avenue, |
| 10016 |
(Address of principal executive offices) |
| (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 |
7.875% Series E Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, $0.01 par value per share |
| The Nasdaq Stock Market LLC |
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. o |
| If this form relates to the registration of a class of securities concurrently with a Regulation A offering, please check the following box. o |
Securities Act registration statement file number to which this form relates (if applicable): File No. 333-226726
Securities registered pursuant to Section 12(g) of the Act: None
Item 1. Description of Registrant’s Securities to be Registered.
The description of the 7.875% Series E Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, $0.01 par value per share, of New York Mortgage Trust, Inc. (the “Registrant”) is set forth under the heading “Description of the Series E Preferred Stock” included in the Registrant’s Prospectus Supplement dated October 10, 2019, as filed with the Securities and Exchange Commission (the “Commission”) on October 11, 2019, pursuant to Rule 424(b) under the Securities Act of 1933, as amended, and under the heading “Description of Preferred Stock” in the accompanying prospectus that constitutes a part of the Registrant’s Registration Statement on Form S-3 (File No. 333-226726), which became automatically effective upon filing with the Commission on August 9, 2018, which information is incorporated herein by reference.
Item 2. Exhibits.
Exhibit No. |
| Description |
3.1* |
| Articles of Amendment and Restatement of New York Mortgage Trust, Inc. |
3.2** |
| |
3.3*** |
| |
3.4**** |
| |
3.5***** |
| |
3.6****** |
| |
3.7******* |
| |
3.8******** |
| |
3.9********* |
| |
3.10********* |
| Specimen 7.875% Series E Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock Certificate |
3.11********** |
| Amended and Restated Bylaws of New York Mortgage Trust, Inc. |
* |
| Incorporated by reference to Exhibit 3.1 to the Registrant’s Annual Report on Form 10-K (Registration No. 001-322216), as filed with the Commission on March 10, 2014. |
** |
| Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on October 10, 2019. |
*** |
| Incorporated by reference to Exhibit 3.3 to the Registrant’s Registration Statement on Form 8-A filed on May 31, 2013. |
**** |
| Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on March 20, 2015. |
***** |
| Incorporated by reference to Exhibit 3.5 to the Registrant’s Registration Statement on Form 8-A filed on April 21, 2015. |
****** |
| Incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K on March 29, 2019. |
******* |
| Incorporated by reference to Exhibit 3.6 to the Registrant’s Registration Statement on Form 8-A filed on October 10, 2017. |
******** |
| Incorporated by reference to Exhibit 3.3 of the Registrant’s Current Report on Form 8-K filed March 29, 2019. |
********* |
| Filed herewith. |
********** |
| Incorporated by reference to Exhibit 4.2 to the Registrant’s Registration Statement on Form S-8 filed on July 1, 2019. |
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.
| NEW YORK MORTGAGE TRUST, INC. | |
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Date: October 15, 2019 | By: | /s/ Kristine R. Nario-Eng |
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| Kristine R. Nario-Eng |