UNITED STATES
U.S. 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
CAYSON ACQUISITION CORP
(Exact Name of Registrant as Specified in Its Charter)
| Cayman Islands | N/A | |
| (State of Incorporation or Organization) | (I.R.S. Employer Identification No.) | |
420 Lexington Ave, Suite 2446 New York, NY | 10170 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
| 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), please 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), please check the following box. ☐ |
| Securities Act registration statement file number to which this form relates: | 333-280564 | |
| (If applicable) |
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class to be Registered | Name of Each Exchange on Which Each Class is to be Registered | |
| Units, each consisting of one ordinary share and one right | The Nasdaq Stock Market LLC | |
| Ordinary shares, par value $0.0001 per share | The Nasdaq Stock Market LLC | |
| Rights, each entitling the holder thereof to receive one-tenth of one ordinary share upon the completion of an initial business combination | The Nasdaq Stock Market LLC |
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
Item 1. Description of Registrant’s Securities to be Registered.
The securities to be registered hereby are the units, ordinary shares and rights of Cayson Acquisition Corp (the “Company”). The description of the units, ordinary shares and rights contained under the heading “Description of Securities” in the registration statement initially filed with the Securities and Exchange Commission on June 28, 2024, as amended from time to time (File No. 333-280564) (the “Registration Statement”) to which this Form 8-A relates is incorporated herein by reference. Any form of prospectus or prospectus supplement to the Registration Statement that includes such descriptions and that are subsequently filed are hereby also incorporated by reference herein.
Item 2. Index to Exhibits.
Pursuant to the Instructions as to Exhibits for Form 8-A, no exhibits are required to be filed because no other securities of the Company 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.
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.
| CAYSON ACQUISITION CORP | ||
| Date: September 19, 2024 | ||
| By: | /s/ Yawei Cao | |
| Yawei Cao | ||
| Chief Executive Officer | ||