UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
AEGON FUNDING COMPANY LLC
(Exact name of registrant as specified in its charter)
| Delaware | 42-1489646 | |
| (State of incorporation or organization) | (I.R.S. Employer Identification No.) | |
Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware | 19801 | |
| (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 | |
| 5.10% Subordinated Notes due 2049 | The 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), 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), please check the following box ☐
Securities Act registration statement file number to which this form relates:
333-220276
Securities to be registered pursuant to Section 12(g) of the Act:
None
Item 1. Description of Registrant’s Securities to be Registered.
The description of the securities to be registered by this Form8-A is hereby incorporated by reference to the descriptions that appear under the captions (i) “Description of Debt Securities” in the prospectus dated August 31, 2017 and (ii) “Description of the Subordinated Notes” in the prospectus supplement dated October 15, 2019 (the “Prospectus Supplement”), both relating to the Registrant’s Registration Statement on FormF-3 under the Securities Act of 1933, as amended, as filed with the Securities and Exchange Commission (the “Commission”) on August 31, 2017 (FileNo. 333-220276). On October 17, 2019 the Registrant filed with the Commission pursuant to Rule 424(b)(3) the Prospectus Supplement dated October 15, 2019, relating to the 5.10% Subordinated Notes due 2049 (the “Subordinated Notes”).
Item 2. Exhibits.
Exhibit | Description | |
| 1. | Indenture between AEGON N.V., AEGON Funding Corp., AEGON Funding Corp. II and The Bank of New York Mellon Trust Company, N.A., as successor to Citibank, N.A., as trustee (1) | |
| 2. | Tenth Supplemental Indenture, dated as of October 22, 2019, among the Registrant, AEGON N.V., The Bank of New York Mellon Trust Company, N.A., as trustee, and Citibank, N.A., as paying agent (2) | |
| 3. | Form of Subordinated Note (3) | |
| (1) | Incorporated by reference to Exhibit 4.3 to the Registration Statement on FormF-3 (FileNo. 333-71438) filed with the SEC on October 11, 2001. |
| (2) | Incorporated by reference to Exhibit 4.1 to the Form6-K furnished with the SEC on October 22, 2019. |
| (3) | Incorporated by reference to Exhibit 4.2 to the Form6-K furnished with the SEC on October 22, 2019. |
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
AEGON Funding Company LLC | ||||||
Date: October 22, 2019 | By: | /s/ Jay Orlandi | ||||
Name: Jay Orlandi | ||||||
Title: Executive Vice President | ||||||