DIVERSIFIED HEALTHCARE TRUST

Regulatory Filings • Feb 18, 2016

8-A12B 1 a16-4756_28a12b.htm 8-A12B

*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*

*SENIOR HOUSING PROPERTIES TRUST*

(Exact Name of Registrant as Specified in Its Charter)

Maryland	04-3445278
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
Two Newton Place, 255 Washington Street, Suite 300, Newton, MA	02458-1634
(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
6.25% Senior Notes due 2046	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: o

Securities Act registration statement file number to which this form relates: 333- 205298 (if applicable)

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

*None*

(Title of Class)

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

A description of the 6.25% Senior Notes due 2046, or the Notes, of Senior Housing Properties Trust, or the Registrant, is contained in the Prospectus dated June 26, 2015 (File No. 333-205298), under the caption “Description of Debt Securities” on pages 6 through 17 thereof, as supplemented by the Prospectus Supplement dated February 10, 2016, under the caption “Description of notes” on pages S-13 through S-18 thereof, filed with the Securities and Exchange Commission pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended. Such Prospectus, as so supplemented, is incorporated herein by reference.

*Item 2. Exhibits*

Exhibit
Number	Description
4.1	Indenture, dated as of February 18, 2016, between Senior Housing Properties Trust and U.S. Bank National Association. (Incorporated by reference to the Registrant’s Current Report on Form 8-K dated February 18, 2016.)
4.2	First Supplemental Indenture, dated as of February 18, 2016, between Senior Housing Properties Trust and U.S. Bank National Association, relating to the 6.25% Senior Notes due 2046, including form thereof. (Incorporated by reference to the Registrant’s Current Report on Form 8-K dated February 18, 2016.)

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*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.

By:	/s/ Richard W. Siedel, Jr.
Name:	Richard W. Siedel, Jr.
Title:	Treasurer and Chief Financial Officer
Dated: February 18, 2016

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