1 - -------------------------------------------------------------------------------- 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 ------------------------ THIRD WAVE TECHNOLOGIES, INC. (Exact name of Registrant as specified in its charter) DELAWARE (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 502 SOUTH ROSA ROAD 53719-1256 MADISON, WI (Zip Code) (Address of Principal Executive Offices) 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: NAME OF EXCHANGE TITLE OF EACH CLASS ON WHICH EACH CLASS TO BE SO REGISTERED IS TO BE REGISTERED - -------------------------------------- ------------------------------- Common Stock $0.001 par value Nasdaq National Market - ------------------------------------------------------------------------------- 2 ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED Incorporated by reference to page 58 through 60 of the Preliminary Prospectus, contained in Registrant's Registration Statement on Form S-1 (Registration No. 333-42694) originally filed on July 31, 2000 (the "S-1 Registration Statement"). ITEM 2. EXHIBITS The following exhibits are filed as a part of this registration statement: 1.* Specimen certificate for Registrant's Common Stock; 2.** Amended and Restated Articles of Incorporation, as currently in effect; and 3.*** Form of Certificate of Incorporation to be filed after the closing of the offering made under the S-1 Registration Statement. ------------------ * Incorporated by reference to Exhibit 4.1 to the S-1 Registration Statement. ** Incorporated by reference to Exhibit 3.1(a) to the S-1 Registration Statement. *** Incorporated by reference to Exhibit 3.1(b) to the S-1 Registration Statement. 3 SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this amendment to the registration statement to be signed on its behalf by the undersigned, thereto duly authorized. THIRD WAVE TECHNOLOGIES, INC. DATE: January 22, 2001 By: /s/ Lance Fors ------------------------------------- Lance Fors Chief Executive Officer and President