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
Prosperity Bancshares, Inc.
(Exact name of registrant as specified in its charter)
| Texas | 74-2331986 | |
| (State of incorporation or organization) |
(I.R.S. Employer Identification No.) |
Prosperity Bank Plaza
4295 San Felipe
Houston, Texas 77027
(Address of principal executive offices and zip code)
Securities to be registered pursuant to Section 12(b) of the Act:
| Title of each class |
Name of each exchange on which | |
| Common Stock | 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), 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: Not applicable.
Securities to be registered pursuant to Section 12(g) of the Act: None.
| Item 1. | Description of Registrant’s Securities to be Registered. |
A description of the common stock, $1.00 par value per share (the “Common Stock”), of Prosperity Bancshares, Inc. (the “Registrant”) is set forth in the section captioned “Description of Common Stock” in the prospectus included in the Registrant’s Registration Statement on Form S-3 (File No. 333-158267), originally filed with the Securities and Exchange Commission on March 27, 2009, as may be amended from time-to-time, which description is incorporated herein by reference.
| Item 2. | Exhibits. |
None. Pursuant to the Instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be filed because no other securities of the Registrant are registered on the New York Stock Exchange and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, 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.
| Prosperity Bancshares, Inc. | ||||||
| Date: December 22 , 2011 | By: | /s/ James D. Rollins III | ||||
| James D. Rollins III | ||||||
| President and Chief Operating Officer | ||||||