UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): December 15, 2021 AMERICAN TOWER CORPORATION
(Exact Name of Registrant as Specified in Charter) | | | | | | | | | | | | | | | | | |
| Delaware | | 001-14195 | | 65-0723837 | |
| (State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) | |
116 Huntington Avenue
Boston, Massachusetts 02116
(Address of Principal Executive Offices) (Zip Code)
(617) 375-7500
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: | | | | | | | | |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, $0.01 par value | AMT | New York Stock Exchange |
| 1.375% Senior Notes due 2025 | AMT 25A | New York Stock Exchange |
| 1.950% Senior Notes due 2026 | AMT 26B | New York Stock Exchange |
| 0.450% Senior Notes due 2027 | AMT 27C | New York Stock Exchange |
| 0.400% Senior Notes due 2027 | AMT 27D | New York Stock Exchange |
| 0.500% Senior Notes due 2028 | AMT 28A | New York Stock Exchange |
| 0.875% Senior Notes due 2029 | AMT 29B | New York Stock Exchange |
| 0.950% Senior Notes due 2030 | AMT 30C | New York Stock Exchange |
| 1.000% Senior Notes due 2032 | AMT 32 | New York Stock Exchange |
| 1.250% Senior Notes due 2033 | AMT 33 | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) Director Election. On December 15, 2021, the Board of Directors (the “Board”) of American Tower Corporation (the “Company”) elected Teresa H. Clarke as a director and member of its Audit Committee, effective immediately. In accordance with the Company’s Amended and Restated By-Laws, Ms. Clarke will serve as a director until the next Annual Meeting of Stockholders or until her successor is duly elected and qualified.
Ms. Clarke is the Chair of Africa.com LLC, a media holding company with an extensive array of platforms that reach a global audience interested in African content and community. Prior to joining Africa.com LLC, Ms. Clarke was a Managing Director in the investment banking division of Goldman Sachs & Co. from 2004 to 2010, where she led corporate finance and merger & acquisition transactions for corporate clients in the industrials and real estate sectors. Ms. Clarke currently serves on the board of directors of Arthur J. Gallagher, the global insurance brokerage with operations in 56 countries.
For her service on the Board, Ms. Clarke will receive the Company’s standard compensation for non-employee directors.
A copy of the press release (the “Press Release”) announcing the appointment of Ms. Clarke to the Board is filed herewith as Exhibit 99.1.
Item 8.01 Other Events.
On December 15, 2021, the Board declared a cash distribution of $1.39 per share of the Company’s common stock, payable on January 14, 2022 to the stockholders of record at the close of business on December 27, 2021.
A copy of the Press Release announcing the quarterly distribution is filed herewith as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits | | | | | | | | |
| | |
| Exhibit No. | | Description |
| |
| 99.1 | | |
| | |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | | | | | | | |
| AMERICAN TOWER CORPORATION |
| (Registrant) |
| |
| Date: | December 16, 2021 | By: | /s/ Rodney M. Smith |
| | Rodney M. Smith |
| | Executive Vice President, Chief Financial Officer and Treasurer |
