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
RBC BEARINGS INCORPORATED
(Exact name of registrant as specified in charter)
| Delaware | 95-4372080 | |
(State
or other jurisdiction of incorporation or organization) |
(I.R.S.
Employer |
One Tribology Center 102 Willenbrock Road Oxford, CT |
06478 | |
| (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, par value $0.01 per share | New York Stock Exchange | |
| 5.00% Series A Mandatory Convertible Preferred Stock, par value $0.01 per share | 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. ☒
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: Not applicable
Securities to be registered pursuant to Section 12(g) of the Act: None
EXPLANATORY NOTE
This Registration Statement on Form 8-A is being filed by RBC Bearings Incorporated, a Delaware corporation (the “Registrant”), with the Securities and Exchange Commission (the “Commission”) in connection with the registration of its common stock, par value $0.01 per share (the “Common Stock”), and its 5.00% Series A Mandatory Convertible Preferred Stock, par value $0.01 per share (the “Mandatory Convertible Preferred Stock”), under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the transfer of the listing of the Common Stock and the Mandatory Convertible Preferred Stock from the Nasdaq Global Select Market to the New York Stock Exchange.
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant’s Securities to be Registered.
For a description of the Common Stock and Mandatory Convertible Preferred Stock being registered hereunder, reference is made to the information set forth under the heading “Description of Capital Stock—Common Stock” and “Description of Capital Stock—5.00% Series A Mandatory Convertible Preferred Stock”, respectively, in Exhibit 4.1 to the Registrant’s Annual Report on Form 10-K for the year ended April 2, 2022, filed with the Commission on May 26, 2022, which information is incorporated herein by reference.
Item 2. Exhibits.
No exhibits are required to be filed because no other securities of the Registrant are currently registered on the New York Stock Exchange and the securities registered hereby are not being registered pursuant to Section 12(g) of the Exchange Act.
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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.
| RBC BEARINGS INCORPORATED | |||
| Date: September 23, 2022 | By: | /s/ John J. Feeney | |
| Name: | John J. Feeney | ||
| Title: | Vice President, General Counsel & Secretary | ||
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