Securities Registration (section 12(b)) (8-a12b)
March 26 2021 - 7:25AM
Edgar (US Regulatory)
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
XAI
Octagon Floating Rate & Alternative Income Term Trust
(Exact Name of Registrant as Specified in its
Charter)
Delaware
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82-235867
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(State of Incorporation
or Organization)
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(IRS Employer
Identification Number)
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321 North Clark Street, Suite 2430
Chicago, Illinois
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60654
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(Address of Principal Executive Offices)
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(Zip Code)
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Securities to be registered pursuant to Section 12(b) of the Act:
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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6.50% Series 2026 Term Preferred Shares,
(Liquidation Preference $25.00)
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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: 333-251542
Securities to be registered pursuant to Section 12(g) of the Act:
N/A
INFORMATION REQUIRED IN REGISTRATION STATEMENT
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Item 1.
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Description of Registrant’s Securities to be Registered.
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The description of the Registrant’s securities
to be registered is incorporated by reference to the description contained under the caption “Description of the Series 2026 Preferred
Shares” in the prospectus supplement filed pursuant to Rule 424(b)(2) (the “Prospectus Supplement”) under the Securities
Act of 1933, as amended, in the form in which it was filed on March 25, 2021 with the Securities and Exchange Commission (the “Commission”).
The Prospectus Supplement supplements the prospectus contained in the Registrant’s Registration Statement on Form N-2 (Nos. 333-251542
and 811-23247) as filed electronically with the Commission on February 2, 2021 (Accession No. 0001213900-21-005986) (“Registration
Statement on Form N-2”), which was declared effective by the Securities and Exchange Commission on February 8, 2021. The Preferred
Shares are expected to be listed on the New York Stock Exchange.
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(1)
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Incorporated by reference to Pre-Effective Amendment No. 1 to Registrant’s Registration Statement (File Nos. 333-217196 and
811-23247) filed on July 18, 2017.
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(2)
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Incorporated by reference to Pre-Effective Amendment No. 4 to Registrant’s Registration Statement (File Nos. 333-217196 and
811-23247) filed on September 25, 2017.
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(3)
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Incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K filed on March 26, 2021.
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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.
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XAI Octagon Floating Rate & Alternative Income Term Trust
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By:
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/s/ Theodore J. Brombach
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Name:
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Theodore J. Brombach
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Title:
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Chief Executive Officer
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