As filed with the Securities and Exchange Commission on March 9, 2016

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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

 

 

BB&T Corporation

(Exact name of registrant as specified in its charter)

 

 

 

North Carolina		56-0939887
(State of Incorporation or Organization)		(I.R.S. Employer Identification No.)

200 West Second Street

Winston-Salem, North Carolina 27101

(Address of Principal Executive Offices)

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 1/1,000th interest in a share of Series H Non-Cumulative Perpetual Preferred Stock		New York Stock Exchange, Inc.

 

 

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), 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), check the following box.  ¨

Securities Act registration statement file number to which this Form relates: 333-197375

Securities to be registered pursuant to Section 12(g) of the Act: None.

 

 

 

---

INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1. Description of Securities to Be Registered.

The description of the Depositary Shares being registered hereby, including the Series H Non-Cumulative Perpetual Preferred Stock which is represented by the Depositary Shares, is set forth in the Prospectus included in the Registration Statement on Form S-3 (No. 333-197375) of BB&T Corporation, as filed with the Commission on July 11, 2014, and the final Prospectus Supplement, dated March 2, 2016, as filed with the Commission on March 3, 2016, pursuant to Rule 424(b)(5) of the Securities Act of 1933, as amended. The foregoing Prospectus and Prospectus Supplement are incorporated herein by reference.

Item 2. Exhibits.

 

4.1		Articles of Amendment of BB&T Corporation with respect to Series H Non-Cumulative Perpetual Preferred Stock filed March 7, 2016 (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K of BB&T Corporation filed March 9, 2016).
4.2		Deposit Agreement, dated as of March 9, 2016, between BB&T Corporation and Computershare Inc. and Computershare Trust Company, N.A., jointly as Depositary (incorporated by reference to Exhibit 4.2 of the Current Report on Form 8-K of BB&T Corporation filed March 9, 2016).
4.3		Form of Depositary Receipt (included as part of Exhibit 4.2).

---

SIGNATURE

Pursuant to be 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.

 

Date: March 9, 2016

---

INDEX TO EXHIBITS

 

4.1		Articles of Amendment of BB&T Corporation with respect to Series H Non-Cumulative Perpetual Preferred Stock filed March 7, 2016 (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K of BB&T Corporation filed March 9, 2016).
4.2		Deposit Agreement, dated as of March 9, 2016, between BB&T Corporation and Computershare Inc. and Computershare Trust Company, N.A., jointly as Depositary (incorporated by reference to Exhibit 4.2 of the Current Report on Form 8-K of BB&T Corporation filed March 9, 2016).
4.3		Form of Depositary Receipt (included as part of Exhibit 4.2).