UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934. THE PEOPLES HOLDING COMPANY -------------------------------------------------- (Exact name of registrant as specified in charter) MISSISSIPPI 64-0676974 - --------------------------------------- -------------------------------- (State of incorporation or organization) (IRS Employer Identification No.) 209 Troy Street Tupelo, Mississippi 38802-0709 - --------------------------------------- ------------------------------- (Address of principal executive offices) (Zip Code) Securities to be registered pursuant to Section 12(b) of the Act: Common Stock, $5.00 Par Value American Stock Exchange ------------------------------------ -------------------------- (Title of Class) (Exchange name) Securities to be registered pursuant to Section 12(g) of the Act: NONE 1Item 1. Description of Registrant's Securities to be Registered. This registration statement relates to the listing of the shares of Common Stock, par value $5.00 per share (the "Common Stock"), of The Peoples Holding Company, a Mississippi Corporation (the "Registrant"), on the American Stock Exchange. The description of the Common Stock set forth in the Registration Statement on Form S-14, File No. 2-21776, filed pursuant to Section 12 of the Exchange Act, is incorporated herein by reference. Item 2. Exhibits The following documents or portions thereof filed by the Company with the Securities and Exchange Commission are incorporated in this Form 8-A by reference as of their respective dates. 2.1 Annual Report on Form 10-K for the year ended December 31, 1996. 2.2 Quarterly Reports on Form 10-Q for the quarter ended March 31, 1997. 2.3 Definitive Proxy Statement for the Company dated March 17, 1997. 2.4 The Charter and bylaws of The Peoples Holding Company dated November 10, 1982, and any amendment for the purpose of defining the rights of holders of the Common Stock. 2
SIGNATURE Pursuant to the requirements of Section 12 of the Securities and Exhange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized. The Peoples Holding Company (Registrant) Dated: August 7, 1997 By: /s/ John W.Smith ------------------------- John W. Smith President & Chief Executive Officer 3