8-A12B

Date: June 28, 2021

A. H. BELO CORPORATION

/s/ Christine E. Larkin

Christine E. Larkin

Senior Vice President/General Counsel

8-A12B 1 d148362d8a12b.htm 8-A12B 8-A12B

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

LOGO

(Exact name of registrant as specified in its charter)


Texas		38-3765318
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)


P. O. Box 224866, Dallas, Texas 75222-4866		(214) 977-7342
(Address of principal executive offices, including zip code)		(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class		Name of each exchange on which registered
Series A Common Stock, $0.01 par value		The Nasdaq Stock Market LLC

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 (if applicable): Not Applicable

Securities to be registered pursuant to Section 12(g) of the Act:

None

EXPLANATORY NOTE

A. H. Belo Corporation (the “Registrant”) is filing this Registration Statement on Form 8-A in connection with the transfer of the listing of its Series A common stock, par value $0.01 per share (the “Series A Common Stock”) from the New York Stock Exchange (the “NYSE”) to the Nasdaq Capital Market (“Nasdaq”). The Registrant expects the listing and trading of its Series A Common Stock on the NYSE to cease at the close of trading on June 28, 2021, and that trading will begin on Nasdaq at market open on June 29, 2021.

Item 1. Description of Registrant’s Securities to be Registered.

The description of the Registrant’s Series A Common Stock under the caption “Description of Capital Stock” included in Exhibit 4.1(b) to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 (File No. 001-33741), filed with the Securities and Exchange Commission on April 26, 2021, is incorporated herein by reference, except that any reference to the NYSE is hereby amended to refer to Nasdaq.

Item 2. Exhibits.

Under the “Instructions as to Exhibits” section of Form 8-A, no exhibits are required to be filed because no other securities of the Company are to be registered on Nasdaq and the securities to be registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.

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.

SEC Form 8-A12B filed by A.H. Belo Corporation