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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
HIGHWOODS PROPERTIES, INC.
(Exact Name of Registrant as Specified in its Charter)
Maryland 56-1871668
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(State of Incorporation (IRS Employer Identification No.)
or Organization)
3100 Smoketree Court, Suite 600
Raleigh, North Carolina 27604
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(Address of Principal Executive Offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
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Depositary Shares, each representing New York Stock Exchange
1/10 of an 8% Series D Cumulative
Redeemable Preferred Share
If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), please check the following box. [X]
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), please check the following box. [ ]
Securities Act registration statement file number to which this form
relates: 333-31183
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(If applicable)
Securities to be registered pursuant to Section 12(g) of the Act: None
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The securities of Highwoods Properties, Inc. (the "Registrant") to be
registered on the New York Stock Exchange are certain Depositary Shares
("Depositary Shares"), each representing 1/10 of an 8% Series D Cumulative
Redeemable Preferred Share, $.01 par value, $250.00 liquidation preference
(collectively, the "Series D Preferred Shares"), of the Registrant. A
description of the Depositary Shares and the Series D Preferred Shares is set
forth under the caption "Description of Series D Preferred Shares and Depositary
Shares" on pages S-23 through S-26 of the prospectus supplement dated April 16,
1998, which prospectus supplement was filed on April 17, 1998 by the Registrant
pursuant to Rule 424(b) under the Securities Act of 1933, as amended, and made a
part of the Registrant's Registration Statement on Form S-3 (Registration No.
333-31183). Such description shall be deemed to be incorporated by reference in
this Registration Statement.
ITEM 2. EXHIBITS.
1. (1) Deposit Agreement, dated April 23, 1998, among the
Registrant, First Union National Bank, as preferred share
depositary, and all holders from time to time of Receipts
(as defined therein).
2. (1) Articles Supplementary of the Registrant
3. (1) Form of certificate representing the Series D Preferred Shares
4. (1) Form of the Depositary Receipt evidencing the Depositary
Shares
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(1) Filed as part of the Company's Current Report on Form 8-K dated April
20, 1998 and incorporated herein by reference.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.
HIGHWOODS PROPERTIES, INC.
Date: April 30, 1998 By: /s/ Carman J. Liuzzo
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Carman J. Liuzzo
Vice President and Chief Financial Officer
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