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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
webMethods, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 54-1807654
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(State of Incorporation (IRS Employer
or Organization) Identification no.)
3877 Fairfax Ridge Road, Fourth Floor, Fairfax, Virginia 22030
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(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A(c)(1) please check the
following box.
[ ]
If this form relates to the registration of a class of debt securities and is to
become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1993 pursuant to General
Instruction A(c)(2), please check the following box.
[ ]
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
None
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
Common Stock, $.01 par value
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(Title of class)
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Item 1: Description of Registrant's Securities to be Registered.
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The description under the heading "Description of Capital
Stock" relating to the Registrant's Common Stock, $.01 par value per share, in
the Prospectus included in the Registrant's Registration Statement on Form S-1
(File No. 333-91309) filed with the Securities and Exchange Commission on
November 19, 1999, as amended (the "Registration Statement on Form S-1), is
incorporated herein by reference.
Item 2: Exhibits.
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The following exhibits are filed herewith (or incorporated by
reference as indicated below):
3.1 Fifth Amended and Restated Certificate of
Incorporation, as amended, incorporated herein by
reference to Exhibit 3.2 to the Registrant's
Registration Statement on Form S-1.
3.2 Amended and Restated By-Laws of the Registrant, as
amended, incorporated herein by reference to Exhibit
3.4 to the Registrant's Registration Statement on
Form S-1.
10.1 Second Amended and Restated Investor Rights
Agreement, incorporated herein by reference to
Exhibit 4.1 to the Registrants Registration Statement
on Form S-1.
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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.
webMethods, Inc.
By: /s/ Phillip Merrick
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Phillip Merrick
Chief Executive Officer and
President
February 9, 2000