Securities Registration (section 12(b)) (8-a12b)

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

Amgen Inc.

(Exact name of registrant as specified in its charter)


Delaware		95-3540776
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

One Amgen Center Drive

Thousand Oaks, CA 91320-1799

(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 each class is to be registered
1.250% Senior Notes Due 2022		The Nasdaq Stock Market LLC
2.000% Senior Notes Due 2026		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:

333-194103

Securities to be registered pursuant to Section 12(g) of the Act:

None

INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1.

Description of Registrant’s Securities to be Registered.

On February 25, 2016, Amgen Inc. (the “Company”) issued its 1.250% Senior Notes due 2022 and 2.000% Senior Notes due 2026 (collectively, the “Notes”) under an indenture, dated as of May 22, 2014, between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee, a copy of which is incorporated herein by reference to Exhibit 4.1 hereto.

The description of the Notes to be registered is contained in the Prospectus Supplement, dated February 18, 2016 and the Prospectus, dated February 24, 2014, copies of which were filed with the Securities and Exchange Commission pursuant to Rule 424(b) on February 19, 2016, each of which forms part of the Company’s Registration Statement on Form S-3 (Registration No. 333-194103), and each of which is incorporated herein by reference. The form of each series of Notes is incorporated herein by reference to Exhibit 4.2 hereto.

Item 2.

Exhibits.


Exhibit No.		Document Description

4.1		Indenture, dated as of May 22, 2014, between Amgen Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to Amgen Inc.’s Current Report on Form 8-K filed on May 22, 2014).

4.2		Officer’s Certificate of Amgen Inc., dated as of February 25, 2016, including forms of Amgen Inc.’s 1.250% Senior Notes due 2022 and 2.000% Senior Notes due 2026 (incorporated by reference to Exhibit 4.2 to Amgen Inc.’s Current Report on Form 8-K filed on February 25, 2016).

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.