Mid-America Apartment Communities 8-K 2024-12-11

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): December 11, 2024

MID-AMERICA

APARTMENT COMMUNITIES, INC.

(Exact name of registrant as specified in its charter)

TENNESSEE		001-12762		62-1543819
(State or Other Jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

MID-AMERICA

APARTMENTS, L.P.

(Exact name of registrant as specified in its charter)

TENNESSEE		333-190028-01		62-1543816
(State or Other Jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

6815 Poplar Avenue, Suite 500
Germantown, Tennessee		38138
(Address of Principal Executive Offices)		(Zip Code)

(901)

682-6600

(Registrant’s telephone number, including area code)

N/A

(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 Instruction 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $.01 per share (Mid-America Apartment Communities, Inc.)		MAA		New York Stock Exchange
8.50% Series I Cumulative Redeemable Preferred Stock, $.01 par value per share (Mid-America Apartment Communities, Inc.)		MAA*I		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule

12b-2

of the Securities Exchange Act of 1934 (17 CFR

§240.12b-2).

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 7.01.	Regulation FD Disclosure.

On December 11, 2024,

Mid-America

Apartment Communities, Inc. issued a press release. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form

8-K.

The information included in this Current Report on Form

8-K

under this Item 7.01 (including Exhibit 99.1 hereto) is being “furnished” and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of Section 18, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such filing. The information included in this Current Report on Form

8-K

under this Item 7.01 (including Exhibit 99.1 hereto) will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

Item 8.01.	Other Events.

On December 11, 2024,

Mid-America

Apartments, L.P. (the “Operating Partnership”) entered into an underwriting agreement (the “Underwriting Agreement”) with Wells Fargo Securities, LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Truist Securities, Inc. and U.S. Bancorp Investments, Inc., as representatives of the several underwriters listed on Schedule 1 attached to the Underwriting Agreement, in connection with the public offering by the Operating Partnership of $350 million aggregate principal amount of the Operating Partnership’s 4.950% Senior Notes due 2035.

The foregoing description of the Underwriting Agreement is qualified in its entirety by the full text of the Underwriting Agreement, which is being filed as Exhibit 1.1 to this Current Report on Form

8-K

and is incorporated herein by reference.

Item 9.01.	Financial Statements and Exhibits.

(d)	Exhibits .

Exhibit No.		Description of Exhibit
1.1		Underwriting Agreement, dated December 11, 2024, by and among Mid-America Apartments, L.P. and Wells Fargo Securities, LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Truist Securities, Inc. and U.S. Bancorp Investments, Inc., as representatives of the several underwriters listed on Schedule 1 thereto
99.1		Press Release, dated December 11, 2024, issued by Mid-America Apartment Communities, Inc.
104		Cover Page Interactive Data File (formatted in Inline eXtensible Business Reporting Language)

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.

				MID-AMERICA APARTMENT COMMUNITIES, INC.
Date: December 12, 2024				By:		/s/ A. Clay Holder
						A. Clay Holder
						Executive Vice President and Chief Financial Officer
						(Principal Financial Officer)
				MID-AMERICA APARTMENTS, L.P.
Date: December 12, 2024				By:		Mid-America Apartment Communities, Inc.,
						its general partner
				By:		/s/ A. Clay Holder
						A. Clay Holder
						Executive Vice President and Chief Financial Officer
						(Principal Financial Officer)