FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
THE ASHTON TECHNOLOGY GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 22-6650372
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(State of incorporation of organization) (I.R.S. Employer
Identification No.)
10420 Little Patuxent Parkway, Suite 490 21044
Columbia, Maryland ---------
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Securities to be registered pursuant
to Section 12(g) of the Act:
Not Applicable
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be registered each class is to be registered
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Common Stock,
$.01 par value Philadelphia Stock Exchange
Redeemable Common Stock
Purchase Warrants Philadelphia Stock Exchange
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Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
(a) For a detailed description of the Company's Common Stock, $.01 par
value, and Redeemable Common Stock Purchase Warrants each being registered under
Section 12(b) of the Securities Exchange Act of 1934, as amended, see
"Description of Securities" contained in the Prospectus on pages 66 through 68
included in Amendment No. 4 to the Form SB-2 Registration Statement of The
Ashton Technology Group, Inc. ("Registrant") filed with the Securities and
Exchange Commission on May 1, 1996 (File No. 333-1182) which is incorporated
herein by reference (the "Registration Statement").
Item 2. EXHIBITS
Exhibits Description
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(1) Pages 66-68 of the Prospectus contained in the Registration
Statement of the Registrant filed with the Commission on May 1,
1996 is incorporated herein by reference.
(2) Forms of Common Stock certificate and Redeemable Common Stock
Purchase Warrant are incorporated by reference to Exhibits 4 and
4.3, respectively, contained in the Registrant's Amendment No. 3
to the Form SB-2 Registration Statement of the Registrant filed
with the Securities and Exchange Commission on April 17, 1996
(File No. 333-1182).
(3) Certificate of Incorporation and amendments thereto and By-Laws
of the Registrant are incorporated by reference to Exhibit 3.1A
contained in the Registrant's Amendment No. 1 to the Form SB-2
Registration Statement of the Registrant filed with the
Securities and Exchange Commission on March 26, 1996 (File No.
333-1182) and Exhibits 3, 3.1, 3.2 and 3.3 contained in the
Registration Statement on Form SB-2 of the Registrant filed with
the Commission on February 8, 1996 (File No. 333-1182)
<PAGE>
SIGNATURES
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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.
THE ASHTON TECHNOLOGY GROUP, INC.
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(Registrant)
Dated: May 21, 1996
By: /s/ John A. Blohm
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John A. Blohm
Executive Vice President
<PAGE>
EXHIBIT INDEX
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EXHIBIT
NO. DESCRIPTION
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(1) Pages 66-68 of the Prospectus contained in the Registration
Statement of the Registrant filed with the Commission on May 1,
1996 is incorporated herein by reference.
(2) Forms of Common Stock certificate and Redeemable Common Stock
Purchase Warrant are incorporated by reference to Exhibits 4 and
4.3, respectively, contained in the Registrant's Amendment No. 3
+ to the Form SB-2 Registration Statement of the Registrant filed
with the Securities and Exchange Commission on April 17, 1996
(File No. 333-1182).
(3) Certificate of Incorporation and amendments thereto and By-Laws
of the Registrant are incorporated by reference to Exhibit 3.1A
contained in the Registrant's Amendment No. 1 to the Form SB-2
Registration Statement of the Registrant filed with the
Securities and Exchange Commission on March 26, 1996 (File No.
333-1182) and Exhibits 3, 3.1, 3.2 and 3.3 contained in the
Registration Statement on Form SB-2 of the Registrant filed with
the Commission on February 8, 1996 (File No. 333-1182)