SEC Form 8-A12B
What Is SEC Form 8-A12B?
The term SEC Form 8-A12B alludes to a Securities and Exchange Commission (SEC) filing required when a corporation wants to issue certain classes of securities. This incorporates the right to buy these sorts of securities sometime not too far off. SEC Form 8-A12B is also known as the Registration for Listing of a Security on a National Exchange Form. It is required according to Section 12(b) of the Securities Exchange Act of 1934.
How SEC Form 8-A12B Works
The Securities Exchange Act of 1934 was created to direct and administer securities that are exchanged on the secondary market. The act, which prompted the formation of the Securities and Exchange Commission, is separated into a series of rules that pertain to public companies. Companies that rundown securities on an exchange must follow these rules and submit forms relating to securities registration, proxy statements, disclosures, among others.
One of these forms is SEC Form 8-A. As indicated above, this form is also known as the Registration for Listing of a Security on a National Exchange Form. It must be filed according to Section 12(b) or (g) of the Act. When completed, the form is alluded to as either Form 8-A12B or 8-A12G. Section 12(b) frames registration and reporting requirements.
The form is incredibly valuable for investors who want to purchase certain securities, including preferred stock rights and different types of hybrid fixed income securities. Since many of these securities are rarely reported on in the financial media, the best source for definitive information may frequently be tracked down in their initial SEC registration statement.
Corporations that file this form must incorporate the following information:
- The name of the issuer
- The issuer's full mailing address
- The name of the security
- The exchange where the security is recorded
Related Forms incorporate SEC Forms 8-A12B/A, 8-A12G, and 8-A12G/A.
You can search for any forms filed by public companies, including SEC Form 8-A12B, on the SEC's Electronic Data Gathering, Analysis and Retrieval (EDGAR) system.
Special Considerations
Form 8-A will be a condensed registration statement that really enrolls an issuer's class of securities. It mandates the disclosure of general information encompassing the issuer's securities, like voting rights, dividend payout rights, as well as any anti-takeover provisions delineated in the issuer's articles of incorporation and bylaws.
The disclosure models must incorporate financial statements. These statements are audited by a registered accounting firm, according to the standards set by the Public Company Accounting Oversight Board (PCAOB), a nonprofit organization that regularly audits public companies.
Subsequent to the viability of a registration statement, which covers a initial public offering (IPO) or a direct public offering (DPO), issuers of the securities may file a registration statement covering a class of securities under the Exchange Act, which gives issuers list their registered securities access the initial or direct public offering, on a national securities exchange.
SEC Form 8-A12B versus SEC Form 10
Issuers that don't file registration statements to cover initial or direct public offerings must present a registration statement under the Exchange Act on SEC Form 10. This filing requires more exhaustive financial statements and other greater disclosure measures than those mandated by Form 8-A.
Form 8-An is utilized with significantly greater frequency by issuers than the individuals who opt for Form 10, which is rarely utilized, and which requires the issuer to file reports under Section 13 or 15(d) of the Exchange Act. That's because it is a lot more straightforward and is considerably less rigid disclosure requirements compared to its Form 10 counterpart.
Features
- The form incorporates particulars about the issuer of the security, the security itself.
- It is valuable for investors who want to buy preferred stock rights or different securities.
- SEC Form 8-A12B is a form filed by public companies with the Securities and Exchange Commission.
- These companies file this form when they issue certain types of securities.