Item 8.01. Other Events. OnAugust 2, 2021 ,Mid-America Apartment Communities, Inc. (the "Company") entered into (i) an underwriting agreement (the "Underwriting Agreement") withJ.P. Morgan Securities LLC andWells Fargo Securities, LLC , in their capacities as underwriters, (the "Underwriters"), andJPMorgan Chase Bank, National Association ("JPMC") andWells Fargo Bank, National Association ("Wells Fargo"), in their capacities as forward purchasers (together, the "Forward Purchasers"); andJ.P. Morgan Securities LLC (in its capacity as an agent of JPMC) andWells Fargo Securities, LLC (in its capacity as an agent of Wells Fargo), in their capacities as forward sellers; and (ii) letter agreements, each dated as ofAugust 2, 2021 (each a "Confirmation," and together, the "Confirmations") by and between the Company and each of the Forward Purchasers, relating to the forward issuance and sale of 1,100,000 shares of the Company's common stock (the "Shares"). The initial forward price under the Confirmations is$190.56 per Share. The sale of Shares closed onAugust 5, 2021 . Pursuant to the Underwriting Agreement, subject to certain exceptions, the Company has agreed not to sell or otherwise dispose of any shares of common stock for a period ending 30 calendar days after the date of the final prospectus relating to the offering of the Shares without first obtaining the written consent of the Underwriters. The Shares were offered pursuant to an effective shelf registration statement on Form S-3 on file with theSecurities and Exchange Commission . The foregoing descriptions of the Underwriting Agreement and Confirmations are qualified in their entirety by the full text of the Underwriting Agreement, which is being filed as Exhibit 1.1 to this Current Report on Form 8-K, and the Confirmations, which are being filed as Exhibit 1.2 and 1.3, respectively, to this Current Report on Form 8-K, and which are incorporated herein by referenceBass, Berry & Sims PLC , as counsel to the Company, has issued its opinion with respect to the legality of the Shares, which opinion is attached hereto and incorporated herein by reference as Exhibit 5.1. Item 9.01. Financial Statements and Exhibits. (d) Exhibits . Exhibit No. Description of Exhibit 1.1 Underwriting Agreement, datedAugust 2, 2021 , by and amongMid-America Apartments, L.P. ,Mid-America Apartment Communities, Inc. andJ.P. Morgan Securities LLC andWells Fargo Securities, LLC , as representatives of the several underwriters listed on Schedule I thereto. 1.2 Letter Agreement, datedAugust 2, 2021 , by and betweenMid-America Apartment Communities, Inc. andJPMorgan Chase Bank, National Association . 1.3 Letter Agreement, datedAugust 2, 2021 , by and betweenMid-America Apartment Communities, Inc. andWells Fargo Bank, National Association . 5.1 Opinion ofBass, Berry & Sims PLC . 23.1 Consent ofBass, Berry & Sims PLC (included in Exhibit 5.1) 104 Cover Page Interactive Data File (formatted in Inline eXtensible Business Reporting Language)
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