UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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
Kabushiki Kaisha LogProstyle
(Exact name of registrant as specified in its charter)
LOGPROSTYLE INC.
(Translation of Registrant’s name into English)
| Japan | | Not applicable |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
| | | 3-6-23 Kitaaoyama Minato-ku, Tokyo 107-0061 Japan | | |
| | | (Address of principal executive offices) (zip code) | | |
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 Shares, no par value per share | | NYSE American 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: 333-283286
Securities to be registered pursuant to Section 12(g) of the Act: None
EXPLANATORY NOTE
This Amendment No.1 to the registration statement on Form 8-A of LOGPROSTYLE INC. (the “Registrant”) filed on January 14, 2025 (the “Registration Statement”) is being filed for the sole purpose of adding an English translation of Registrant’s name on the cover page, and replacing the Registrant’s name with the defined term “Registrant” in Item 1. Except as described above, no other changes have been made to the Registration Statement.
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant’s Securities to be Registered.
The description of common shares, no par value per share, of the Registrant to be registered hereunder is set forth under the heading “Description of Share Capital” in the Registrant’s registration statement on Form F-1 (File No. 333-283286), originally filed with the U.S. Securities and Exchange Commission on November 15, 2024, as amended by any amendments to such registration statement and by any prospectus subsequently filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended, which description and prospectus are incorporated herein by reference. Copies of such description will be filed with the NYSE American LLC.
Item 2. Exhibits.
Pursuant to 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 NYSE American 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: January 14, 2025
| | LOGPROSTYLE INC. |
| | | |
| | By: | /s/ Yasuyuki Nozawa |
| | Name: | Yasuyuki Nozawa |
| | Title: | Chief Executive Officer (Principal Executive Officer) |
