- -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -------------------- FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 -------------------- STARWOOD FINANCIAL INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) MARYLAND APPLIED FOR (STATE OR OTHER JURISDICTION (I.R.S. EMPLOYER OF INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER) 1114 AVENUE OF THE AMERICAS, 27TH FLOOR NEW YORK, NEW YORK 10036 (212) 930-9400 (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES) -------------------- If this Form relates to the If this Form relates to the registration of a class of securities registration of a class of securities pursuant to Section 12(b) of the pursuant to Section 12(b) of the Exchange Act and is effective Exchange Act and is effective pursuant to General Instruction A. (c), pursuant to General Instruction A. (d) please check the following box /x/ please check the following box / / SECURITIES ACT REGISTRATION STATEMENT FILE NUMBER TO WHICH THIS FORM RELATES: 333-85897 SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: NAME OF EACH EXCHANGE ON TITLE OF EACH CLASS WHICH TO BE SO REGISTERED EACH CLASS IS TO BE REGISTERED Common Stock, par value $.01 per share The New York Stock Exchange, Inc. Series B Cumulative Redeemable Preferred Stock, The New York Stock Exchange, Inc. par value $.001 per share Series C Cumulative Redeemable Preferred Stock, The New York Stock Exchange, Inc. par value $.001 per share Series D Cumulative Redeemable Preferred Stock, The New York Stock Exchange, Inc. par value $.001 per share SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT: NONE
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED The securities of Starwood Financial Inc. (the "Registrant") to be registered on The New York Stock Exchange, Inc. are (i) Common Stock, par value $.01 per share, (ii) Series B Cumulative Redeemable Preferred Stock, par value $.001 per share, (iii) Series C Cumulative Redeemable Preferred Stock, par value $.001 per share, (iv) Series D Cumulative Redeemable Preferred Stock, par value $.001 per share. The descriptions of the Common Stock and the Preferred Stock under the heading "Description of Capital Stock of the Combined Company" set forth in the Joint Proxy Statement and Prospectus for the Special Meeting of Shareholders of Starwood Financial Trust and a Special Meeting of the Stockholders of TriNet Corporate Realty Trust, Inc. which was filed with the Securities and Exchange Commission pursuant to Rule 424(b) on August 25, 1999, as amended, shall be deemed to be incorporated by reference to this Form 8-A and shall be part hereof. ITEM 2. EXHIBITS The securities being registered hereby are to be registered on an exchange on which no other securities of the Registrant are registered. Therefore, all exhibits required by Instruction II to Item 2 will be supplied to the New York Stock Exchange and are not filed with or incorporated by reference to this Registration Statement.
SIGNATURES Pursuant to the requirements of the Section 12 Securities Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized on September 22, 1999. Starwood Financial Inc. /X/ Spencer B. Haber --------------------------------------------- By: Spencer B. Haber Title: Executive Vice President-Finance and Chief Financial Officer