8-A12G: Registration of securities [Section 12(g)]
Published on March 4, 2015
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
AMERICAN REALTY CAPITAL New York City REIT, Inc.
(Exact name of registrant as specified in its charter)
|
Maryland |
46-4380248 | |
| (State of incorporation or organization) | (I.R.S. Employer Identification No.) |
| 405 Park Avenue, New York, New York | 10022 | |
| (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 | |
| None | None |
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), 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), check the following box. x
Securities Act registration statement file number to which this form relates: 333-194135
Securities to be registered pursuant to Section 12(g) of the Act:
| Common Stock, $0.01 par value per share |
| Title of Class |
Item 1. Description of Registrant’s Securities to be Registered.
American Realty Capital New York City REIT, Inc. (the “Registrant”) hereby incorporates herein the description of the Registrant’s common stock, $0.01 par value per share, by reference to the “Description of Securities” section of the prospectus contained in the Registrant’s registration statement on Form S-11, as declared effective by the Securities and Exchange Commission on April 24, 2014 (Registration No. 333-194135) and all amendments and supplements to such registration statement subsequently filed with the Securities and Exchange Commission (together, the “Registration Statement”), including any prospectus relating thereto filed subsequently pursuant to Rule 424(b) of the Securities Act of 1933, as amended.
Item 2. Exhibits
| Exhibit No. | Description | |
| 3.1 | Articles of Amendment and Restatement of American Realty Capital New York City REIT, Inc.(1) | |
| 3.2 | By-laws of American Realty Capital New York City REIT, Inc.(2) | |
| 10.1 | Distribution Reinvestment Plan(3) | |
| 10.2 | Employee and Director Incentive Restricted Share Plan of the Registrant* |
| (1) | Incorporated by reference to an exhibit to Pre-Effective Amendment No. 2 to the Registrant’s Registration Statement on Form S-11 filed with the Securities and Exchange Commission on April 21, 2014. |
| (2) | Incorporated by reference to an exhibit to the Registrant’s Draft Registration Statement on Form S-11 submitted confidentially to the Securities and Exchange Commission on January 15, 2014. |
| (3) | Incorporated by reference to an appendix to Post-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form S-11 filed by the Registrant with the Securities and Exchange Commission on July 28, 2014. |
| * | Filed herewith. |
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, on this 4th day of March, 2015.
| AMERICAN REALTY CAPITAL New York City REIT, Inc. | ||
| By: | /s/ Michael A. Happel | |
| Name: | Michael A. Happel | |
| Title: | Chief Executive Officer | |