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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 13, 2023
AMERICAN TOWER CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware
001-14195
65-0723837
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

116 Huntington Avenue
Boston, Massachusetts 02116
(Address of Principal Executive Offices) (Zip Code)
(617) 375-7500
(Registrant's telephone number, including area code)
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 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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par value AMTNew York Stock Exchange
1.375% Senior Notes due 2025AMT 25ANew York Stock Exchange
1.950% Senior Notes due 2026AMT 26BNew York Stock Exchange
0.450% Senior Notes due 2027AMT 27CNew York Stock Exchange
0.400% Senior Notes due 2027AMT 27DNew York Stock Exchange
4.125% Senior Notes due 2027AMT 27FNew York Stock Exchange
0.500% Senior Notes due 2028AMT 28ANew York Stock Exchange
0.875% Senior Notes due 2029AMT 29BNew York Stock Exchange
0.950% Senior Notes due 2030AMT 30CNew York Stock Exchange
4.625% Senior Notes due 2031AMT 31BNew York Stock Exchange
1.000% Senior Notes due 2032AMT 32New York Stock Exchange
1.250% Senior Notes due 2033AMT 33New 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 (§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 5.03    Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Effective December 13, 2023, the Board of Directors (the “Board”) of American Tower Corporation (the “Company”) adopted amendments to the Company’s Amended and Restated By-Laws (as so amended, the “By-Laws”).

The amendments make certain updates to the procedures and disclosure requirements for all director nominees and other proposals submitted by stockholders pursuant to the Company’s advance notice provisions to comply with Rule 14a-19 under the Securities Exchange Act of 1934, as amended, relating to the universal proxy rules.

The foregoing summary is qualified in its entirety by the By-Laws of the Company, a copy of which is filed herewith as Exhibit 3.1 and incorporated herein by reference.

Item 8.01    Other Events.

On December 14, 2023, the Company issued a press release (the “Press Release”) announcing that the Board declared a cash distribution of $1.70 per share on shares of the Company’s common stock, payable on February 1, 2024 to the stockholders of record at the close of business on December 28, 2023.

A copy of the Press Release is filed herewith as Exhibit 99.1.

Item 9.01    Financial Statements and Exhibits.
 
(d)    Exhibits
Exhibit No. Description
3.1
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document).



SIGNATURE

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.
AMERICAN TOWER CORPORATION
(Registrant)
Date:December 14, 2023By:/s/ Rodney M. Smith
Rodney M. Smith
Executive Vice President, Chief Financial Officer and Treasurer