UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) or 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
PURSUANT TO SECTION 12(b) or 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
SUCAMPO PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 13-3929237 | |
| (State of Incorporation or Organization) | (IRS Employer Identification No.) |
|
| 4520 East-West Highway, | 20814 | |
| Suite 300 | ||
| Bethesda, Maryland | ||
| (Address of Principal Executive Offices) | (Zip Code) | |
| If this form relates to the | If this form relates to the | ||
| registration of a class of securities | registration of a class of securities | ||
| pursuant to Section 12(b) of the | pursuant to Section 12(g) of the | ||
| Exchange Act and is effective | Exchange Act and is effective | ||
| pursuant to General Instruction | pursuant to General Instruction | ||
| A.(c), please check the following | A.(d), please check the following | ||
| box. þ | box. o |
Securities Act registration statement file number to which this form relates: 333-135133
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 | ||
| Class A common stock, $0.01 par value per share | The NASDAQ Global Market | ||
Securities to be registered pursuant to Section 12(g) of the Act: None
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant’s Securities to be Registered.
Information with respect to the Class A common stock, par value $0.01 per share (the “Class A
Common Stock”), of the Registrant is incorporated by reference to the section captioned
“Description of Capital Stock” in Amendment No. 8 to the Registrant’s registration statement on
Form S-l (No. 333-135133)
as filed with the Securities and Exchange Commission on July 17, 2007, any amendments to such
registration statement filed subsequently thereto, and any form of prospectus filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended, in connection with such registration statement.
registration statement filed subsequently thereto, and any form of prospectus filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended, in connection with such registration statement.
Item 2. Exhibits.
Under the Instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be
filed, because no other securities of the Registrant are registered on The NASDAQ Global Market and
the securities registered hereby are not being registered pursuant to Section 12(g) of the Exchange
Act.
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.
| SUCAMPO PHARMACEUTICALS, INC. |
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| Date: July 18, 2007 | By: | /s/ Kei S. Tolliver | ||
| Kei S. Tolliver | ||||
| Vice President of Business Development and Company Operations and Secretary |
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