UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM8-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
SEACHANGE INTERNATIONAL, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE | 04-3197974 | |
(State of Incorporation or Organization) | (I.R.S. Employer Identification No.) | |
50 Nagog Park, Acton, MA | 01720 | |
(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 | |
Series A Participating Preferred Stock Purchase Rights | The NASDAQ Global Select Market |
If this form relates to the registration of a class of securities pursuant to Section 12(b) the Exchange Act and is effective pursuant to General Instruction A.(c), please 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.(c), please check the following box. ☐
If this form related 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:None
Securities to be registered pursuant to Section 12(g) of the Act:None
Explanatory Note.
This Amendment No. 1 on Form8-A/A is filed to amend and supplement the information set forth in Items 1 and 2 of the Registration Statement on Form8-A filed with the Securities and Exchange Commission (the “Commission”) by SeaChange International, Inc. (the “Company”) on March 5, 2019 (such Registration Statement on Form8-A as filed on such date, the “Original Form8-A”).
Item 1.Description of Registrant’s Securities to be Registered.
Item 1 of the Original Form8-A is hereby amended and supplemented by adding the following paragraph thereto:
On June 28, 2019, Company entered into an amendment (the “Amendment”) to the Rights Agreement.
The description of the Amendment set forth in Item 1.01 of the Current Report on Form8-K filed by the Company on June 28, 2019 with the Commission is incorporated herein by reference.
Item 2.Exhibits
Exhibit | Description | |
4.1 | Amendment, dated as of June 28, 2019, by and between SeaChange International, Inc. and Computershare Inc. as Rights Agent (incorporated herein by reference to Exhibit 4.1 of SeaChange’s Current Report on Form8-K filed on June 28, 2019 with the U.S. Securities and Exchange Commission). |
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.
SEACHANGE INTERNATIONAL, INC. | ||
By: | /s/ Mark Bonney | |
Mark Bonney | ||
Executive Chair |
Dated: June 28, 2019