UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
FB Bancorp, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Maryland | 99-1859402 | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
353 Carondelet Street | ||
| New Orleans, Louisiana | 70130 | |
| (Address of principal executive offices) | (Zip Code) |
Securities to be registered pursuant to Section 12(b) of the Act:
Common Stock, $0.01 par value per share | The Nasdaq Stock Market, LLC |
| (Title of each class to be so registered) | (Name of each exchange on which |
| each class is to be registered) |
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 (if applicable): 333-277630
Securities to be registered pursuant to Section 12(g) of the Act:
N/A | ||
| (Title of class) |
Item 1. Description of Registrant’s Securities to be Registered.
For a description of the Registrant’s securities to be registered, reference is made to the sections “Description of FB Bancorp Capital Stock” and “Market for the Common Stock” in the Prospectus contained in the Registrant’s Registration Statement on Form S-1 (File No. 333-277630), initially filed on March 4, 2024, and subsequently amended (the “Form S-1”), which sections are hereby incorporated by reference. For a description of the provisions of the Registrant’s Articles of Incorporation and Bylaws that may render a change in control of the Registrant more difficult, reference is made to the sections “Restrictions on Acquisition of FB Bancorp and Fidelity Bank” and “Description of FB Bancorp Capital Stock” contained in such Prospectus, which sections are incorporated herein by reference.
Item 2. Exhibits.
| 1. | Articles of Incorporation of Registrant (incorporated by reference to Exhibit 3.1 of the Form S-1). |
| 2. | Bylaws of Registrant (incorporated by reference to Exhibit 3.2 of the Form S-1). |
| 3. | Form of Common Stock Certificate (incorporated by reference to Exhibit 4 of the Form S-1). |
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.
FB BANCORP, INC. | ||
| DATE: October 22, 2024 | By: | /s/ Christopher Ferris |
| Christopher Ferris | ||
| President and Chief Executive Officer |