UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): November 1, 2018

 

 

nuveen

Nuveen Global Cities REIT, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Maryland   333-222231   82-1419222

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

730 Third Avenue, 3rd Floor    
New York, NY     10017
(Address of Principal Executive Offices)     (Zip Code)

Registrant’s Telephone Number, Including Area Code: (212) 490-9000

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 (see General Instructions A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

 

 

 


Item 3.02. Unregistered Sale of Equity Securities.

On November 1, 2018, Nuveen Global Cities REIT, Inc. (the “Company”) received $5,000,000 in cash pursuant to the sale and issuance of 483,559 shares of the Company’s Class N common stock at the per share purchase price of $10.34 to a wholly owned subsidiary of Teachers Insurance and Annuity Association of America (“TIAA”), the parent of the Company’s advisor. The private placement is part of TIAA’s commitment to purchase $300,000,000 in shares of the Company’s Class N common stock and is exempt from registration under Section 4(a)(2) of the Securities Act of 1933 as it was not part of a public offering.


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 thereunto duly authorized.

 

    Nuveen Global Cities REIT, Inc.
Date: November 7, 2018     By:   /s/ James E. Sinople
       

James E. Sinople

Chief Financial Officer and Treasurer