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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
HEALTHCOR HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 75-2294072
(State of incorporation (I.R.S. Employer
or organization) Identification Number)
5720 LBJ FREEWAY
SUITE 550
DALLAS, TEXAS 75240
(Address of principal executive officers) (Zip Code)
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
NOT APPLICABLE NOT APPLICABLE
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
COMMON STOCK, $.01 PAR VALUE
(Title of class)
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ITEM 1. Description of Registrant's Securities to be Registered.
Incorporated herein by reference to the Description of Capital
Stock section of the Company's Registration Statement on Form S-1 (File No.
333-05779).
ITEM 2. Exhibits.
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
3.(i) Amended and Restated Certificate of Incorporation (incorporated
herein by reference to Exhibit 3.1 to the Company's Registration
Statement on Form S-1 (File No. 333-05779).
3.(ii) Amended and Restated Bylaws (incorporated herein by reference to
Exhibit 3.2 to the Company's Registration Statement on Form S-1
(File No. 333-05779).
99.1 Specimen of Common Stock Certificate.
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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.
HEALTHCOR HOLDINGS, INC.
Date: June 18, 1996 By: /s/ S. WAYNE BAZZLE
------------------------------ ------------------------------
S. Wayne Bazzle
Chairman and Chief Executive Officer
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
99.1 Specimen of Common Stock Certificate
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COMMON STOCK
NUMBER HEALTHCOR HOLDINGS, INC. SHARES
CUSIP 422201 10 3
SEE REVERSE FOR CERTAIN DEFINITIONS
INCORPORATED UNDER
THE LAWS OF THE
STATE OF DELAWARE
This Certifies that
is the owner of
FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE
OF $.01 EACH OF THE COMMON STOCK OF
HealthCor Holdings, Inc., transferable on the books of the Corporation by the
holder hereof in person or by duly authorized attorney upon surrender of this
certificate properly endorsed. This certificate is not valid until
countersigned and registered by the Transfer Agent and Registrar.
WITNESS the facsimile signatures of its duly authorized officers.
Dated:
/s/ S. WAYNE BAZZLE /s/ CHERYL C. BAZZLE
Secretary CORPORATE SEAL President
DELAWARE
Countersigned and Registered:
CHASEMELLON SHAREHOLDER SERVICES L.L.C.,
RIDGEFIELD PARK, NEW JERSEY
Transfer Agent and Registrar.
By
Authorized Signature.
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HEALTHCOR HOLDINGS, INC.
The Corporation will furnish to any shareholder upon request and without
charge, a full statement of the designations, preferences, limitations and
relative rights of the shares of each class of authorized capital stock of the
Corporation including the variations in the relative rights and preferences
between any series of preferred stock so far as the same have been fixed and
determined and the authority of the Board of Directors of the Corporation to fix
and determine the relative rights and preferences of subsequent series of
preferred stock.
The following abbreviations, when used in the inscription on the face
of this certificate, shall be construed as though they were written out in
full according to applicable laws or regulations:
TEN COM -- as tenants in UNIF GIFT MIN ACT -- ______ Custodian ______
common (Cust) (Minor)
Under Uniform Gifts to Monors
TEN ENT -- as tenants by
the entireties Act _________________
with right of (State)
survivorship
JT TEN -- as joint tenants
with right of
survivorship and
not as tenants
in common
Additional abbreviations may also be used though not in the above list.
For Value received, ________________ hereby sell, assign and transfer unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
______________________
____________________________________________________________________________
____________________________________________________________________________
Please print or typewrite name and address including postal zip
code of assignee.
____________________________________________________________________________
____________________________________________________________________________
______________________________________________________________________Shares
represented by the within Certificate, and do hereby irrevocably constitute and
appoint ____________________________________________________________________
________________________________________________________________ Attorney to
transfer the said stock on the books of the within-named Corporation with full
power of substitution in the premises.
Dated, ____________________
_________________________________________
NOTICE: The signature to this assignment
must correspond with the name as written upon
the face of the Certificate, in every
particular, without alteration or
enlargement, or any change whatever.
X ______________________________________
Signature guaranteed
