Form T-3, Application for Qualification of an Indenture under the Trust Indenture Act of 1939

An issuer of debt securities to be offered to the public in an offering that is not registered under the Securities Act of 1933 must qualify the indenture under the Trust Indenture Act of 1939 (“Act”) by filing a Form T-3 (17 CFR 269.3) application with the Securities and Exchange Commission (“Commission”). Qualification of the indenture extends the protection of the Act to debt holders in offerings that are exempt from Securities Act registration but deemed by Congress to merit the protections afforded by an indenture qualified under the Act. The form includes general information about the issuer of the debt securities to be offered, the basis for the exemption from Securities Act registration, a list of affiliates of the applicant, a list of underwriters for the issuer, a list of its principal security holders, summary capitalization information, and a description of the indenture to be qualified. Form T-3 is reviewed by the staff in deciding whether to qualify an indenture relating to securities offered to the public in an offering exempt from registration under the Securities Act of 1933.

The latest form for Form T-3, Application for Qualification of an Indenture under the Trust Indenture Act of 1939 expires 2028-09-30 and can be found here.

SEC filings made via the EDGAR database are searchable on SEC.report, along with a feed of the latest filings for OMB 3235-0105: Form T-3 filings .