Termination of Registration of a Class of Security Under Section 12(b) (15-12b)
03 Janvier 2022 - 10:35PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF
REGISTRATION UNDER SECTION 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER
SECTIONS 13
AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 001-34383
SEVEN
HILLS REALTY TRUST
(Exact name of registrant as specified in its charter)
Two Newton Place
255 Washington Street,
Suite 300
Newton, Massachusetts 02458-1634
(617) 332-9530
(Address, including zip code, and telephone number,
including area code, of registrant’s principal executive offices)
Common Shares of Beneficial Interest, Par Value
$0.001 per Share, of Seven Hills Realty Trust, a Maryland Statutory Trust
(Title of each class of securities covered by this
Form)
Common Shares of Beneficial Interest, Par Value
$0.001 per Share, of Seven Hills Realty Trust, a Maryland Real Estate Investment Trust
(Titles of all other classes of securities for
which a duty to file reports under section 13(a) or 15(d) remains)
Please place an X in the box(es)
to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
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Rule 12g-4(a)(1)
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x
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Rule 12g-4(a)(2)
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¨
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Rule 12h-3(b)(1)(i)
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x
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Rule 12h-3(b)(1)(ii)
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¨
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Rule 15d-6
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¨
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Rule 15d-22(b)
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¨
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Approximate number of holders of record as of
the certification or notice date: None*
Explanatory Note: Effective at 4:01 p.m. (Eastern Time) on
December 22, 2021 (the “Effective Time”), Seven Hills Realty Trust (the “Statutory Trust”) converted
from a Maryland statutory trust to a Maryland real estate investment trust of the same name (the “MD REIT” and such conversion,
the “Conversion”). At the Effective Time, each common share of the Statutory Trust, par value $0.001 per share (the
“Trust Common Shares”), outstanding immediately prior to the Effective Time was converted into one (1) issued and
outstanding, fully paid and nonassessable common share, par value $0.001 per share, of the MD REIT (the “REIT Common
Shares”). This Form 15 is being filed solely in connection with the deregistration under the Securities Exchange Act of 1934
of the Trust Common Shares and does not affect the continued registration under the Securities Exchange Act of 1934 of the REIT
Common Shares.
Pursuant to the requirements of the Securities
Exchange Act of 1934, Seven Hills Realty Trust has caused this certification/notice to be signed on its behalf by the undersigned duly
authorized person.
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SEVEN HILLS REALTY TRUST
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Date:
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January 3, 2022
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By:
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/s/ G. Douglas Lanois
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Name:
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G. Douglas Lanois
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Title:
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Chief Financial Officer and Treasurer
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