Form 8-A12B NATIONAL GRID PLC
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E-mailUNITED 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
National Grid plc
(Exact Name of Registrant as Specified in Its Charter)
| England and Wales | 98-0367158 | |
| (Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
1-3 Strand, London WC2N 5EH,
England
+44 (0) 207 004 3000
(Address of Principal Executive Offices, including Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
| Title of Each Class |
Name of Each Exchange on Which | |
| 5.405% 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) or (e), 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) or (e), 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:
333-281812
Securities to be registered pursuant to Section 12(g) of the Act:
None.
INFORMATION REQUIRED IN REGISTRATION STATEMENT
The Registrant has filed with the Securities and Exchange Commission (the “Commission”) pursuant to Rule 424(b) under the Securities Act of 1933, the prospectus supplement dated June 4, 2026 (the “Prospectus Supplement”) to a base prospectus dated August 28, 2024 (the “Prospectus”) contained in the registration statement of the Registrant on Form F-3ASR (File No. 333-281812) filed with the Commission on August 28, 2024 relating to the securities to be registered hereunder. The Registrant incorporates by reference the Prospectus and Prospectus Supplement to the extent set forth below.
Item 1. Description of Registrant’s Securities to be Registered.
The information required by this item is incorporated by reference to the information contained in the sections captioned “Description of the Debt Securities” and “Material Tax Considerations” of the Prospectus, and “Description of the Notes” of the Prospectus Supplement.
Item 2. Exhibits.
| 4.1 | Indenture between National Grid plc, as Issuer and The Bank of New York Mellon, London Branch, as Trustee, dated as of June 12, 2023 (incorporated herein by reference from Exhibit 4.1 to the Form 6-K filed with the Commission on June 12, 2023). | |
| 4.2 | Third Supplemental Indenture to the Indenture among National Grid plc, as Issuer, and The Bank of New York Mellon, London Branch, as Trustee and Paying Agent, dated as of June 9, 2026 (incorporated herein by reference from Exhibit 4.1 to the Form 6-K filed with the Commission on June 9, 2026 (SEC Accession No. 0001193125-26-263940)). | |
| 4.3 | Form of Global Note for the 5.405% Notes due 2036 (incorporated by reference from Exhibit 4.2 to the Form 6-K filed with the Commission on June 9, 2026, (SEC Accession No. 0001193125-26-263940)). | |
| 99.1 | Prospectus and the Prospectus Supplement (incorporated herein to the extent provided above by reference to the Registrant’s filing under Rule 424(b) dated June 4, 2026). | |
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.
| National Grid plc | ||
| By: |
/s/ Beth Melges | |
| Name: |
Beth Melges | |
| Title: |
Head of Plc Governance | |
Dated: June 12, 2026
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