ITEM 3.03. Material Modification to Rights of Security Holders.
On
Under the terms of the Series NN Preferred Stock, the ability of the Corporation to declare or pay dividends on, declare or make distributions with respect to, or repurchase, redeem or otherwise acquire for consideration, shares of its common stock or any preferred stock ranking on a parity with or junior to the Series NN Preferred Stock, will be subject to certain restrictions in the event that the Corporation fails to declare and pay full dividends (or declare and set aside a sum sufficient for payment thereof) on its Series NN Preferred Stock. The restrictions are set forth in the Certificate of Designations described in Item 5.03 below.
ITEM 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On
ITEM 8.01. Other Events.
On
2
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ITEM 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are filed herewith:
Exhibit No. Description of Exhibit 1.1 Underwriting Agreement, datedOctober 27, 2020 with respect to the offering of 44,000,000 Depositary Shares, each representing a 1/1,000th interest in a share of Series NN Preferred Stock 3.1 Certificate of Designations for the Series NN Preferred Stock, incorporated by reference to Exhibit 3.1 of the Corporation's Registration Statement on Form 8-A, filed onOctober 29, 2020 4.1 Deposit Agreement related to the Depositary Shares, datedOctober 28, 2020 , among the Corporation,Computershare Inc. ,Computershare Trust Company, N.A. and the Holders from time to time of the Depositary Receipts, incorporated by reference to Exhibit 4.1 of the Corporation's Registration Statement on Form 8-A, filed onOctober 29, 2020 4.2 Form of Depositary Receipt for the Depositary Shares (included in Exhibit 4.1) 5.1 Opinion ofMcGuireWoods LLP , regarding legality of the Series NN Preferred Stock and the Depositary Shares 104 Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)
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