UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A/A
Amendment No. 1
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
The Manitowoc Company, Inc.
(Exact name of registrant as specified in its charter)
| Wisconsin | 39-0448110 | |
| (State of incorporation or organization) | (IRS Employer Identification No.) |
| 2400 South 44th Street, Manitowoc, Wisconsin | 54221 | |
| (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 Stock Purchase Rights | 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), please 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), please check the following box. ☐
Securities Act registration statement file number to which this form relates:
Not applicable
Securities to be registered pursuant to Section 12(g) of the Act:
None
This Amendment No. 1 to Registration Statement on Form 8-A/A is filed by The Manitowoc Company, Inc. (the “Company”) to (a) update Item 1 of the Registration Statement on Form 8-A filed by the Company on March 22, 2007 to reflect the entry by the Company and Computershare Trust Company, N.A. (the “Rights Agent”) into an Amendment (the “Amendment”) to the Company’s Rights Agreement, dated as of March 21, 2007, between the Company and the Rights Agent (the “Rights Agreement”), and (b) update Item 2 of the Registration Statement on Form 8-A to file the Amendment as Exhibit 4.2 hereto.
| Item 1. | Description of Registrant’s Securities to be Registered. |
On December 27, 2016, the Company and the Rights Agent entered into the Amendment.
The Amendment accelerates the scheduled expiration date of the Rights issued pursuant to the Rights Agreement to December 31, 2016. Accordingly, as of 5:00 p.m., New York time, on December 31, 2016, the Rights issued pursuant to the Rights Agreement will expire and will no longer be outstanding and the Rights Agreement will terminate as of that time.
In addition, the Amendment contains certain changes to the rights and obligations of the Rights Agent for the purpose of updating the Rights Agreement to conform with current standards and practices.
The foregoing summary of the Amendment is a general description only, does not purport to be complete and is qualified in its entirety by the full text of the Amendment, which is filed as Exhibit 4.2 to this Form 8-A/A and is incorporated herein by reference.
| Item 2. | Exhibits. |
| (4.2) | Amendment, dated December 27, 2016, to the Rights Agreement, dated as of March 21, 2007, by and between The Manitowoc Company, Inc. and Computershare Trust Company, N.A. [incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on December 28, 2016]. |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this amendment to the registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
| THE MANITOWOC COMPANY, INC. | ||||||
| Date: December 27, 2016 | By: | /s/ Louis F. Raymond | ||||
| Louis F. Raymond | ||||||
| Vice President, General Counsel and Secretary | ||||||
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THE MANITOWOC COMPANY, INC.
FORM 8-A/A
EXHIBIT INDEX
| Exhibit Number |
Description | |
| (4.2) | Amendment, dated December 27, 2016, to the Rights Agreement, dated as of March 21, 2007, by and between The Manitowoc Company, Inc. and Computershare Trust Company, N.A. [incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on December 28, 2016]. | |
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