Form 8-A12B - Registration of securities [Section 12(b)]
25 Julho 2024 - 5:43PM
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
Angel Oak Mortgage REIT, Inc.
(Exact name of registrant as specified in its
charter)
Maryland
(State of incorporation or organization) |
37-1892154
(I.R.S. Employer Identification No.) |
|
|
3344 Peachtree Road Northeast, Suite 1725
Atlanta,
Georgia
(Address of principal executive offices) |
30326
(Zip code) |
|
|
Securities to be registered pursuant to Section 12(b) of the Act: |
|
Title of each class
to be so registered
9.500% Senior Notes due 2029 |
Name of each exchange on which
each class is to be registered
New York Stock Exchange |
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. 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) 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 file number to which this form relates:
333-280531
Securities to be registered pursuant to Section 12(g) of
the Act:
None
Item 1. Description of Registrant’s Securities to Be Registered.
Angel Oak Mortgage REIT, Inc., a Maryland corporation (the
“Company”), has filed with the U.S. Securities and Exchange Commission (the “Commission”) a prospectus
supplement dated July 18, 2024 (the “Prospectus Supplement”) to the prospectus dated July 9, 2024 (the
“Base Prospectus” and, collectively with the Prospectus Supplement, the “Prospectus”) contained in the
Company’s effective Registration Statement on Form S-3 (Registration Nos. 333-280531 and 333-280531-01) (the “Registration
Statement”), which Prospectus was filed with the Commission on July 22, 2024, relating to the Company’s 9.500%
Senior Notes due 2029 (the “Notes”) to be registered hereunder.
The information required by this item is incorporated by reference
to the information contained and incorporated by reference in the sections captioned “Description of the Notes” and “Description
of Debt Securities” in the Prospectus.
Item 2. Exhibits.
Pursuant to the Instructions as to exhibits for registration statements
on Form 8-A, the documents listed below are filed as exhibits to this Registration Statement:
Exhibit Number | |
Description |
3.1 | |
Articles of Amendment and Restatement of Angel Oak Mortgage REIT, Inc. (incorporated by reference to Exhibit 3.1 of Angel Oak Mortgage REIT, Inc.’s Current Report on Form 8-K filed on June 23, 2021) |
3.2 | |
Articles of Amendment of Angel Oak Mortgage REIT, Inc., effective as of March 10, 2023 (incorporated by reference to Exhibit 3.1 of Angel Oak Mortgage REIT, Inc.’s Current Report on Form 8-K filed on March 2, 2023) |
3.3 | |
Third Amended and Restated Bylaws of Angel Oak Mortgage REIT, Inc., effective as of March 10, 2023 (incorporated by reference to Exhibit 3.2 of Angel Oak Mortgage REIT, Inc.’s Current Report on Form 8-K filed on March 2, 2023) |
4.1 | |
Indenture, dated as of July 25, 2024, among Angel Oak Mortgage REIT, Inc., as issuer, Angel Oak Mortgage Operating Partnership, LP, as guarantor, and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on July 25, 2024). |
4.2 | |
First Supplemental Indenture, dated as of July 25, 2024, among Angel Oak Mortgage REIT, Inc., as issuer, Angel Oak Mortgage Operating Partnership, LP, as guarantor, and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on July 25, 2024). |
4.3 | |
Form of 9.500% Senior Notes due 2029 (including the Notation of Guarantee) (incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on July 25, 2024). |
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.
Date: July 25, 2024 |
ANGEL OAK MORTGAGE REIT, INC. |
|
|
|
|
By: |
/s/ Brandon Filson |
|
Name: |
Brandon Filson |
|
Title: |
Chief Financial Officer and Treasurer |
Angel Oak Mortgage REIT (NYSE:AOMR)
Gráfico Histórico do Ativo
De Jul 2024 até Ago 2024
Angel Oak Mortgage REIT (NYSE:AOMR)
Gráfico Histórico do Ativo
De Ago 2023 até Ago 2024