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 12(g) of
the Securities Exchange Act of 1934
STRYKER CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
| Michigan | 38-1239739 | |
| (State or other jurisdiction of incorporation) | (IRS Employer Identification No.) | |
| 1941 Stryker Way Portage, Michigan |
49002 | |
| (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 | |
| 3.375% Notes due 2032 | New York Stock Exchange | |
| 3.625% Notes due 2036 | 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. ☐
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 (if applicable):
333-275853
Securities to be registered pursuant to Section 12(g) of the Act:
None
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1: Description of Registrant’s Securities to be Registered
Stryker Corporation (the “Company”) registers hereunder its 3.375% Notes due 2032 and its 3.625% Notes due 2036 (collectively the “Notes”). For a description of the Notes, reference is made to the information under the heading (i) “Description of the Notes” in the Company’s prospectus supplement dated September 4, 2024 (the “Prospectus Supplement”), which was filed with the U.S. Securities and Exchange Commission (the “Commission”) on September 6, 2024 pursuant to Rule 424(b) under the Securities Act of 1933, as amended, supplementing the Company’s prospectus, dated December 1, 2023 (the “Prospectus”), which forms part of the Company’s registration statement on Form S-3 (No. 333-275853), filed with the Commission on December 1, 2023, and (ii) “Description of Securities—Description of Debt Securities” in the Prospectus. Each description referred to above is hereby incorporated by reference herein.
Item 2: Exhibits
| Exhibit 4.1 | Indenture, dated as of January 15, 2010, between Stryker Corporation and U.S. Bank National Association, as trustee (incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on January 15, 2010). | |
| Exhibit 4.2 | Twenty-Eighth Supplemental Indenture (including the form of the note), dated as of September 11, 2024, between Stryker Corporation and U.S. Bank Trust Company, National Association, as trustee (incorporated herein by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on September 11, 2024). | |
| Exhibit 4.3 | Form of 3.375% Notes due 2032 (included in Exhibit 4.2 above). | |
| Exhibit 4.4 | Twenty-Ninth Supplemental Indenture (including the form of the note), dated as of September 11, 2024, between Stryker Corporation and U.S. Bank Trust Company, National Association, as trustee (incorporated herein by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on September 11, 2024). | |
| Exhibit 4.4 | Form of 3.625% Notes due 2036 (included in Exhibit 4.4 above). | |
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.
| Stryker Corporation | ||||||
| (Registrant) | ||||||
| Dated: September 11, 2024 | By: | /s/ Glenn S. Boehnlein | ||||
| Name: | Glenn S. Boehnlein | |||||
| Title: | Vice President, Chief Financial Officer | |||||