UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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
FRANKLIN FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
| Virginia | 27-4132729 | |
| (State of incorporation or organization) | (I.R.S. Employer Identification No.) |
| 4501 Cox Road, Glen Allen, Virginia | 23060 | |
| (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 | 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), 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), check the following box.¨
Securities Act registration statement file number to which this form relates: 333-171108.
Securities to be registered pursuant to Section 12(g) of the Act:None
| Item 1. | Description of Registrant’s Securities to be Registered |
Incorporated by reference to the portion of the Prospectus under the heading:“Description of Franklin Financial Corporation Capital Stock,” filed on December 10, 2010 as part of the Registrant’s Registration Statement on Form S-1, File No. 333-171108, as amended.
| Item 2. | Exhibits |
| 1. | Copies of all constituent instruments defining the rights of all the holders of each class of such securities, including any contracts or other documents which limit or qualify the rights of such holders: |
| (a) | Articles of Incorporation |
Incorporated by reference to Exhibit 3.1 to the Registrant’s Registration Statement on Form S-1, File No. 333-171108, filed on December 10, 2010, as amended.
| (b) | Bylaws |
Incorporated by reference to Exhibit 3.2 to the Registrant’s Registration Statement on Form S-1, File No. 333-171108, filed on December 10, 2010, as amended.
| (c) | Plan of Conversion and Reorganization |
Incorporated by reference to Exhibit 2.0 to the Registrant’s Registration Statement on Form S-1, File No. 333-171108, filed on December 10, 2010, as amended.
| 2. | A copy of the security to be registered hereunder is incorporated by reference to Exhibit 4.0 to the Registrant’s Registration Statement on Form S-1, File No. 333-171108, filed on December 10, 2010, 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.
FRANKLIN FINANCIAL CORPORATION (Registrant) | ||||||
| Date: February 16, 2011 | By: | /s/ Richard T. Wheeler, Jr. | ||||
| Richard T. Wheeler, Jr. | ||||||
| Chairman, President and Chief Executive Officer | ||||||
