Securities Registration (section 12(b)) (8-a12b)
June 16 2016 - 2:08PM
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
WESTERN
ALLIANCE BANCORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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88-0365922
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(State of incorporation or organization)
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(I.R.S. Employer Identification No.)
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One E. Washington Street,
Suite 1400, Phoenix, Arizona 85004
(Address of principal executive offices)
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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6.25% Subordinated Debentures due 2056
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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), 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:
333-203959
Securities
to be registered pursuant to Section 12(g) of the Act:
None
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1.
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Description of Registrants Securities to be Registered.
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Western Alliance Bancorporation (the
Registrant) hereby incorporates by reference herein the description of its 6.25% Subordinated Debentures due 2056 (the Debentures) to be registered hereunder, set forth under the heading Description of Debentures
in the Registrants Prospectus Supplement, dated June 9, 2016, and, to the extent not superseded by the aforementioned description in the Prospectus Supplement, as set forth under the heading Description of Debt Securities in the
Registrants Prospectus dated May 7, 2015, constituting part of the Registration Statement on Form S-3 (File No. 333-203959) of the Registrant, filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended. The
Debentures are expected to be listed on the New York Stock Exchange.
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4.1
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Indenture for Subordinated Debt Securities, dated as of June 16, 2016, between the Registrant and The Bank of New York Mellon Trust Company, N.A., as Trustee (the Trustee) (incorporated by reference to Exhibit 4.1 of the
Registrants
Form 8-K
filed June 16, 2016).
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4.2
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First Supplemental Indenture, dated as of June 16, 2016, between the Registrant and the Trustee (incorporated by reference to Exhibit 4.2 of the Registrants Form 8-K filed June 16, 2016).
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4.3
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Form of 6.25% Subordinated Debentures due 2056 Global Debenture (included in Exhibit 4.2 above).
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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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WESTERN ALLIANCE BANCORPORATION
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By:
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/s/ Dale Gibbons
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Name:
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Dale Gibbons
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Title:
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Executive Vice President and Chief Financial Officer
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Date: June 16, 2016
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