UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) July 11, 2016

REGENCY CENTERS CORPORATION

(Exact name of registrant as specified in its charter)

Registrant’s telephone number including area code: (904) 598-7000

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

On July 11, 2016, Regency Centers Corporation (“Regency”) entered into an underwriting agreement (the “Underwriting Agreement”) with Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein (the “Underwriters”), pursuant to which Regency agreed to issue, and the Underwriters agreed to severally purchase, an aggregate of 4,350,000 shares of Regency’s common stock, par value $0.01 per share. On July 12, 2016, the Underwriters notified Regency that they exercised their option in full to purchase an additional 652,500 shares of common stock. The closing of the sale of 5,002,500 shares is expected to occur on July 15, 2016, subject to the satisfaction of customary closing conditions.

Regency is expected to use net proceeds from this offering to repay in full its outstanding $300 million of 5.875% senior unsecured notes due June 15, 2017, including a make-whole premium of approximately $13 million, and to pay approximately $45 million to settle an existing interest rate swap. Regency intends to use the remaining portion of the net proceed to fund investment activities and for general corporate purposes

The offering is described in Regency’s prospectus supplement, dated July 11, 2016, together with the related prospectus, filed with the Securities and Exchange Commission on March 4, 2014.

The Underwriting Agreement contains various representations, warranties and agreements by Regency, conditions to closing, indemnification rights and obligations of the parties and termination provisions. The description of the Underwriting Agreement set forth above is qualified in its entirety by reference to the Underwriting Agreement, which is filed as Exhibit 1.1 to this Current Report on Form 8-K and incorporated by reference herein.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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