8-A12G 1 d186007d8a12g.htm 8-A12G 8-A12G

 

 

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 (g) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

 

Strategic Storage Trust II, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Maryland   46-1722812
(State or other jurisdiction of incorporation)   (IRS Employer Identification No.)

111 Corporate Drive, Suite 120,

Ladera Ranch, California 92694

(Address of principal executive offices, including zip code)

 

 

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

 

None   None
(Title of each class to be so registered)   (Name of each exchange on which each class is to be registered)

 

 

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.  ¨

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.  x

Securities Act registration statement file number to which this form relates: File No. 333-190983

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

Class A Common Stock, Par Value $0.001 per share

Class T Common Stock, Par Value $0.001 per share

(Title of Class)

 

 

 


INFORMATION REQUIRED IN REGISTRATION STATEMENT

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

Strategic Storage Trust II, Inc. (the “Registrant”) hereby incorporates by reference herein the description of the Registrant’s common stock, $0.001 par value per share, set forth under the captions “Suitability Standards” and “Description of Shares” in the Prospectus contained in Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form S-11 filed with the Securities and Exchange Commission on April 12, 2016 (File No. 333-190983) and all amendments and supplements to such Registration Statement subsequently filed with the Securities and Exchange Commission, including any prospectus or prospectus supplement relating thereto filed subsequently pursuant to Rule 424(b) of the Securities Act of 1933, as amended.

Item 2. Exhibits.

The following exhibits to this Registration Statement on Form 8-A are incorporated by reference to the documents specified, which were filed previously with the Securities and Exchange Commission.

 

Exhibit

No.

  

Description

  3.1    First Articles of Amendment and Restatement of Strategic Storage Trust II, Inc., incorporated by reference to Exhibit 3.1 to the Registrant’s Form 10-K, filed on March 31, 2014, Commission File No. 333-190983
  3.2    Articles of Amendment of Strategic Storage Trust II, Inc., incorporated by reference to Exhibit 3.1 to Post-Effective Amendment No. 7 to the Registrant’s Registration Statement on Form S-11, filed on September 28, 2015, Commission File No. 333-190983
  3.3    Articles Supplementary of Strategic Storage Trust II, Inc., incorporated by reference to Exhibit 3.2 to Post-Effective Amendment No. 7 to the Registrant’s Registration Statement on Form S-11, filed on September 28, 2015, Commission File No. 333-190983
  3.4    Bylaws of Strategic Storage Trust II, Inc., incorporated by reference to Exhibit 3.2 to the Registrant’s Registration Statement on Form S-11, filed on September 4, 2013, Commission File No. 333-190983
  4.1    Form of Subscription Agreement and Subscription Agreement Signature Page (included as Appendix A to prospectus), incorporated by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form S-11, filed on April 12, 2016, Commission File No. 333-190983
10.1    Strategic Storage Trust II, Inc. Second Amended and Restated Distribution Reinvestment Plan (included as Appendix B to prospectus), incorporated by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form S-11, filed on April 12, 2016, Commission File No. 333-190983
10.2    Employee and Director Long-Term Incentive Plan of Strategic Storage Trust II, Inc., incorporated by reference to Exhibit 10.5 to the Registrant’s Form 10-K, filed on March 31, 2014, Commission File No. 333-190983


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.

 

      STRATEGIC STORAGE TRUST II, INC.
Date: April 26, 2016     By:   /s/ Michael S. McClure
      Michael S. McClure
     

Executive Vice President, Chief Financial Officer and

Treasurer