Securities Registration (section 12(b)) (8-a12b)
January 16 2020 - 11:32AM
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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
GENERAL
MILLS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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41-0274440
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(State of incorporation
or organization)
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(I.R.S. Employer
Identification No.)
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Number One General Mills Boulevard
Minneapolis, Minnesota 55426
(Address of principal executive offices) (Zip Code)
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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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0.450% Notes due 2026
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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) 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: 333-223919
Securities to be registered pursuant to
Section 12(g) of the Act: None
INFORMATION REQUIRED IN REGISTRATION STATEMENT
General Mills, Inc. (the Company) has filed with the Securities and Exchange Commission (the Commission) pursuant to
Rule 424(b) under the Securities Act of 1933, as amended, a prospectus supplement dated January 7, 2020 (the Prospectus Supplement) to a Prospectus dated March 26, 2018 (the Prospectus), contained in the
Companys effective Registration Statement on Form S-3 (Registration No. 333-223919), which Registration Statement was filed with the Commission on
March 26, 2018, relating to the securities to be registered hereunder. The Company incorporates by reference the Prospectus and the Prospectus Supplement to the extent set forth below.
Item 1.
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Description of Registrants Securities to be Registered.
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The information required by this item is incorporated by reference to the information contained in the sections captioned Description of
the Notes in the Prospectus Supplement and Description of Debt Securities in the Prospectus
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4.1
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Indenture, dated as of February
1, 1996, between the Registrant and U.S. Bank National Association (f/k/a First Trust of Illinois, National Association) (incorporated herein by reference to Exhibit 4.1 to Registrants Registration Statement on Form S-3 filed February 6, 1996 (File no. 333-00745)).
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4.2
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First Supplemental Indenture, dated as of May
18, 2009, between the Registrant and U.S. Bank National Association (incorporated herein by reference to Exhibit 4.2 to Registrants Annual Report on Form 10-K for the fiscal year ended May
31, 2009).
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4.3
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Officers Certificate and Authentication Order, dated January
15, 2020, for the 0.450% Notes due 2026 issued pursuant to the Indenture (incorporated herein by reference to Exhibit 4 to Registrants Current Report on Form 8-K filed January 15,
2020).
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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, thereunto duly authorized.
Dated: January 16, 2020
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GENERAL MILLS, INC.
(Registrant)
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By:
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/s/ Chris A. Rauschl
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Name:
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Chris A. Rauschl
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Title:
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Assistant Secretary
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