Form 8-A12B - Registration of securities [Section 12(b)]

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

THOMSON REUTERS CORPORATION

(Exact name of registrant as specified in its charter)


Province of Ontario, Canada		98-0176673
(State of incorporation or organization)		(I.R.S. Employer Identification No.)

19 Duncan Street, Toronto,

Ontario, Canada

M5H 3H1

(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

Common Shares

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:

Not applicable

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

None

EXPLANATORY NOTE

Thomson Reuters Corporation (the “Registrant”) is filing this Form 8-A in connection with the transfer of the listing of its common shares (the “Common Shares”) from the New York Stock Exchange (“NYSE”) to the Nasdaq Stock Market LLC (“Nasdaq”). The Registrant expects that listing and trading of the Common Shares on the NYSE will end at market close on February 24, 2025, and that trading will begin on the Nasdaq at market open on February 25, 2025.

INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1.

Description of Registrant’s Securities to be Registered.

For a description of the Common Shares of the Registrant to be registered hereunder, reference is made to the information set forth under the heading “Description of Capital Structure”, as it relates to the Registrant’s Common Shares, in the Registrant’s annual report filed as Exhibit 99.1 to the Registrant’s Annual Report for the year ended December 31, 2023 on Form 40-F (File No. 001-31349) filed with the Commission on March 7, 2024, which information is incorporated by reference herein.

Item 2.

Exhibits.

Under the Instructions as to Exhibits in Form 8-A, no exhibits are required to be filed because no other securities of the Registrant are registered on the Nasdaq and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.