UNITED STATES
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
IRONWOOD PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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04-3404176 |
(State of incorporation or organization) |
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(I.R.S. Employer Identification Number) |
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320 Bent Street |
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02141 |
(Address of principal executive offices) |
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(Zip code) |
Securities to be registered pursuant to Section 12(b) of the Act:
Title of
each class |
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Name of
each exchange on which |
Class A Common Stock, $0.001 par value per share |
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The NASDAQ Stock Market 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), please check the following box. x
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. o
Securities Act registration statement file number to which this form relates: 333-163275
Securities to be registered pursuant to Section 12(g) of the Act: None
Item 1. Description of Registrants Securities to be Registered.
The class of capital stock to be registered is the registrants Class A Common Stock, $0.001 par value per share (or the registrants Class A common stock). For a description of the Class A common stock, reference is made to the information set forth under the heading Description of Capital Stock in the prospectus included in the registrants Registration Statement on Form S-1 (File No. 333-163275), originally filed with the Securities and Exchange Commission on November 20, 2009, 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 is incorporated herein by reference.
Item 2. Exhibits.
Under the Instructions relating to Form 8-A exhibits, no exhibits are required to be filed because no other securities of the registrant are being registered with The NASDAQ Stock Market LLC, and the securities registered hereby are not being registered pursuant to Section 12(g) of the Exchange Act.
SIGNATURES
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, thereunto duly authorized.
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Ironwood Pharmaceuticals, Inc. |
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Dated: February 1, 2010 |
By: |
/s/ Peter M. Hecht |
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Peter M. Hecht |
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Chief Executive Officer |