BHF Brighthouse Financial
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) or (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Brighthouse Financial, Inc.
(Exact name of registrant as specified in its charter)
|(State or other jurisdiction of incorporation or organization)||(IRS Employer Identification Number)|
11225 North Community House Road
Charlotte, North Carolina 28277
|(Address of principal executive office and zip code)||(Registrant’s telephone number, including area 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
|Depositary Shares, each representing a 1/1,000th interest in a share of 6.750%Non-Cumulative Preferred Stock, Series B||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) 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:333-227190
Securities to be registered pursuant to Section 12(g) of the Act:
(Title of Class)
|(Title of Class)|
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant’s Securities to be Registered.
Brighthouse Financial, Inc. (the “Company”) hereby incorporates by reference the description of its depositary shares (the “Depositary Shares”), each representing a 1/1,000th interest in a share of the Company’s 6.750%Non-Cumulative Preferred Stock, Series B (the “Series B Preferred Stock”), and the description of its Series B Preferred Stock contained in the Company’s Prospectus, dated September 5, 2018, under the headings “Description of Depositary Shares” and “Description of Capital Stock,” respectively, and in the Company’s Prospectus Supplement, dated May 18, 2020, under the headings “Description of the Depositary Shares” and “Description of the Series B Preferred Stock,” respectively, constituting part of the Registration Statement onFormS-3 (File No. 333-227190) filed with the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended, on September 5, 2018. The Depositary Shares have been approved for listing on The Nasdaq Stock Market LLC.
Item 2. Exhibits.
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.
|BRIGHTHOUSE FINANCIAL, INC.|
|By:/s/ D. Burt Arrington|
|Name:||D. Burt Arrington|
Date: May 21, 2020