8-A12B/A 1 form8a-12ba.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-A/A

(Amendment No. 1)

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR (g) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

JUPITER NEUROSCIENCES, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   47-4828381
(State of Incorporation   (I.R.S. Employer
or Organization)   Identification No.)

 

1001 North US HWY 1, Suite 504

Jupiter, Florida 33477

(Address of Principal Executive Offices)

 

Securities to be registered pursuant to Section 12(b) of the Act:

 

Title of Each Class to be so Registered   Name of Each Exchange on Which Each Class is to be Registered
Common Stock, $0.0001 par value per share The Nasdaq Stock Market LLC

 

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) or (e), check the following box. ☒

 

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) or (e), check the following box. ☐

 

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ☐

 

Securities Act registration statement or Regulation A offering statement file number to which this form relates: 333-260183

 

Securities to be registered pursuant to Section 12(g) of the Act: None.

 

 

 

 

 

 

EXPLANATORY NOTE

 

This Amendment No. 1 on Form 8-A/A amends and restates in its entirety the information set forth in the Registration Statement on Form 8-A previously filed by Jupiter Neurosciences, Inc.’s (the “Registrant”) on February 4, 2022.

 

Item 1. Description of Registrant’s Securities to be Registered.

 

A description of the common stock to be registered hereunder is contained in the section entitled “Description of Securities” in the prospectus included in the Registrant’s Registration Statement on Form S-1 (File No. 333-260183) initially filed with the Securities and Exchange Commission on October 12, 2021, as amended from time to time (the “Registration Statement”). This information is incorporated herein by reference. Any form of prospectus or prospectus supplement to the Registration Statement that includes such descriptions and that are filed subsequently to the Registration Statement are hereby also incorporated by reference herein.

 

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 Stock Market LLC and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.

 

 

 

 

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.

 

Date: August 24, 2022 Jupiter Neurosciences, Inc.
     
  By: /s/ Christer Rosén
  Name: Christer Rosén
  Title: Chief Executive Officer

 

Signature to Form 8-A/A