Registration Statement for a Class of Securities — Form 8-A — § 12(b) – SEA’34
Filing Table of Contents
Document/ExhibitDescriptionPagesSize 1: 8-A12B Registration Statement for a Class of Securities HTML 24K
2: EX-3.1 Articles of Incorporation/Organization or Bylaws HTML 34K
3: EX-4.1 Instrument Defining the Rights of Security Holders HTML 296K
4: EX-99.1 Miscellaneous Exhibit HTML 13K
‘8-A12B’ — Registration Statement for a Class of Securities
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
Preferred Stock Purchase Rights
The Nasdaq Global Select Market
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. ☐
Securities Act registration statement file number to which this form relates: (if applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
N/A
(Title of class)
Item 1. Description
of Registrant’s Securities to be Registered.
On March 28, 2024, the Board of Directors of Lee Enterprises, Incorporated (the “Company”) declared a dividend of one preferred share purchase right (a “Right”), payable on April 8, 2024, for each share of common stock, par value $0.01 per share, of the Company (the “Common Shares”) outstanding on April 8, 2024 to the stockholders of record on that date. In connection with the distribution of the Rights, the Company entered into a Rights Agreement (the “Rights
Agreement”), dated as of March 28, 2024, between the Company and Equiniti Trust Company, LLC, as rights agent.
Each Right entitles the registered holder to purchase from the Company one one-thousandth of a share of Series C Participating Convertible Preferred Stock, without par value, of the Company (the “Preferred Shares”) at a price of $90.00 per one one-thousandth of a Preferred Share represented by a Right (the “Purchase Price”), subject to adjustment.
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.
