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 PremiumWear, Inc. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 41-0429620 - ---------------------------------------- ------------------------------------ (State of incorporation or organization) (I.R.S. Employer/Identification No.) 5500 Feltl Road Minnetonka, Minnesota 55344 - ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Securities to be registered pursuant to Section 12(b) of the Act: None. 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), 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), check then following box: [X] Securities to be registered pursuant to Section 12(g) of the Act: Title of each class Name of each exchange on which to be so registered each class is to be registered ------------------- ------------------------------ Common Stock, $.01 par value Nasdaq National Market System Preferred Share Nasdaq National Market System Purchase Rights Item 1. Description of Securities to be Registered. ------------------------------------------- Description of Common Stock: The description of the Company's Common Stock as set forth in the Company's Registration Statement on Form 8-A, filed on October 15, 1991 and amended on Form 8-A/A on October 24, 1991 and July 20, 1999 (the "Common Stock 8-A"), is incorporated herein by reference. Description of Preferred The description of the Company's Preferred Share Purchase Rights: Share Purchase Rights as set forth in the Company's Registration Statement on Form 8-A, filed on September 22, 1997 (the "Preferred Share Purchase Rights 8-A"), is incorporated herein by reference. 2 Item 2. Exhibits. --------- Certificate of Incorporation, as amended Filed as Exhibit 2.1 to the Company's Common Stock 8-A, and incorporated herein by reference. Rights Agreement, dated as of July 25, 1997 Filed as Exhibit 1 to the between the Company and Norwest Bank Company's Preferred Share Purchase Minnesota, N.A. Rights 8-A and incorporated herein by reference. 3 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. PremiumWear, Inc. By /s/James S. Bury --------------------------------------- James S. Bury, Chief Financial Officer Dated: December 14, 1999