UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Puxin Limited
(Exact name of Registrant as specified in Its charter)
| Cayman Islands | Not Applicable | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
Floor 16, Chuangfu Mansion, No. 18 Danling Street
Haidian District, Beijing, 100080, the People’s Republic of China
(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 | |
| American Depositary Shares (“ADSs”), each representing two Ordinary Shares | New York Stock Exchange | |
| Ordinary Shares, par value US$0.00005 per share* | New York Stock Exchange* | |
| * | Not for trading, but only in connection with the listing of the American depositary shares on the New York Stock Exchange. The American depositary shares represent the right to receive the Ordinary Shares and are being registered under the Securities Act of 1933 pursuant to a separate Registration Statement on FormF-6. Accordingly, the American depositary shares are exempt from registration under Section 12(b) of the Securities Exchange Act of 1934 pursuant to Rule12a-8 thereunder. |
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 file number to which this form relates:
333-225047
Securities to be registered pursuant to Section 12(g) of the Act:
None
| ITEM 1. | DESCRIPTION OF REGISTRANT’S SECURITIES TO BE REGISTERED. |
The description of the securities to be registered will be contained in a prospectus that forms a part of the registrant’s Registration Statement on FormF-1 (File No. 333-225047) originally filed with the Securities and Exchange Commission on May 18, 2018, as amended, relating to such securities and is to be filed pursuant to Rule 424(b) under the Securities Act of 1933 (such prospectus as filed pursuant to Rule 424(b), the “Prospectus”). The description of the securities contained in the Prospectus is hereby incorporated by reference into this Form8-A. Copies of such description will be filed with the New York Stock Exchange LLC.
| ITEM 2. | EXHIBITS. |
Under the instructions as to Exhibits with respect to Form8-A, no exhibits are required to be filed, because no other securities of the Registrant are registered on the New York Stock Exchange and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934.
2
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.
| Puxin Limited | ||
| By: | /s/ Peng Wang | |
| Name: | Peng Wang | |
| Title: | Chief Financial Officer | |
June 1, 2018
