UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION
UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934.
Commission File Number: 000-51217, 001-36693
SEARS HOLDINGS PUERTO RICO SAVINGS PLAN
(Exact name of registrant as specified in its charter)
3333 Beverly Road
Hoffman Estates, IL 60179
(847) 286-2500
(Address, including zip code, and telephone number,
including area code, of registrant’s principal executive offices)
Plan Interests Under the
Sears Holdings Puerto Rico Savings Plan
(Title of each class of securities covered by this Form)
Sears Holdings Corporation, Common Stock, par value $0.01 per share(1)
(Titles of all other classes of securities for which a duty to file reports under Section 13(a) or 15(d) remains)
Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
| Rule 12g-4(a)(l) | ☐ | |
| Rule 12g-4(a)(2) | ☐ | |
| Rule 12h-3(b)(l)(i) | ☒ | |
| Rule 12h-3(b)(l)(ii) | ☐ | |
| Rule 15d-6 | ☐ | |
| Rule 15d-22(b) | ☐ |
Approximate number of holders of record as of the certification or notice date: None.(2)
| (1) | Although the duty to file reports under Sections 13(a) and 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), has been terminated with respect to the Sears Holdings Puerto Rico Savings Plan (the “Plan”), the duty of Sears Holdings Corporation (the “Company”) to file reports under Section 13(a) or 15(d) remains with respect to the Company’s common stock, par value $0.01 per share (the “Common Stock”). |
| (2) | Effective January 1, 2017, the Sears Holdings Corporation Stock Fund that was part of the Plan was closed to new investments, and no further offers or sales of the Company’s Common Stock are being made through the Plan. |
Pursuant to the requirements of the Securities Exchange Act of 1934, the Sears Holdings Puerto Rico Savings Plan has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.
| SEARS HOLDINGS PUERTO RICO SAVINGS PLAN | ||||||||
| Date: January 27, 2017 | By: | /s/ Robert A. Riecker | ||||||
| Name: | Robert A. Riecker | |||||||
| Title: | Member of Administrative Committee and Controller and Head of Capital Market Activities of Sears Holdings Corporation | |||||||