Tyco Electronics 8-A12B Registration of securities on exchange

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 12(g) of the

Securities Exchange Act of 1934

TE CONNECTIVITY LTD.

(Exact name of registrant as specified in its charter)

Switzerland	98-0518048
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
Mühlenstrasse 26 CH-8200 Schaffhausen Switzerland	8200
(Address of principal executive offices)	(Zip Code)

TYCO ELECTRONICS GROUP S.A.

(Exact name of registrant as specified in its charter)

Luxembourg	98-0518566
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
46 Place Guillaume II L-1648 Luxembourg	L-1648
(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
0.000% Senior Notes due 2029	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.  x

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: 333-228859

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

None

(Title of Class)

INFORMATION REQUIRED IN REGISTRATION STATEMENT

The Registrants have filed with the Securities and Exchange Commission (the “Commission”) pursuant to Rule 424(b) under the Securities Act of 1933, as amended, a prospectus supplement, dated February 1, 2021 (the “Prospectus Supplement”) and the accompanying prospectus, dated December 17, 2018 (the “Base Prospectus”). The Prospectus Supplement relates to the €550,000,000 aggregate principal amount of 0.000% Senior Notes due 2029 (the “Notes”) of Tyco Electronics Group S.A., which are fully and unconditionally guaranteed by TE Connectivity Ltd. The Base Prospectus forms a part of the Registrants’ Registration Statement on Form S-3 (File No. 333-228859), filed with the Commission on December 17, 2018.

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

The information set forth under the heading “Description of the Notes and the Guarantee” in the Prospectus Supplement is incorporated herein by reference. Copies of such description will be filed with the New York Stock Exchange.

Item 2. Exhibits.

Exhibit No.	Description of Exhibit
4.1	Indenture between Tyco Electronics Group S.A., as issuer, TE Connectivity Ltd. (f/k/a Tyco Electronics Ltd.), as guarantor, and Deutsche Bank Trust Company Americas, as trustee, dated as of September 25, 2007 (incorporated by reference to Exhibit 4.1(a) to TE Connectivity Ltd.’s Annual Report on Form 10-K for the fiscal year ended September 28, 2007, filed with the Commission on December 14, 2007).
4.2	Seventeenth Supplemental Indenture, dated as of February 16, 2021, among Tyco Electronics Group S.A., as issuer, TE Connectivity Ltd., as guarantor, and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 4.1 to TE Connectivity Ltd.’s Current Report on Form 8-K, filed with the Commission on February 16, 2021).
4.3	Form of 0.000% Senior Notes due 2029 (included in Exhibit 4.2).

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SIGNATURES

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, each registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

		TE CONNECTIVITY LTD.
	By:		/s/ Harold G. Barksdale
		Name:	Harold G. Barksdale
		Title:	Vice President and Corporate Secretary
		TYCO ELECTRONICS GROUP S.A.
	By:		/s/ Harold G. Barksdale
		Name:	Harold G. Barksdale
		Title:	Director
Dated: February 16, 2021

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