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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 (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
FIRST VIRTUAL HOLDINGS INCORPORATED
(Exact name of Registrant as specified in its charter)
DELAWARE 33-0612860
(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
11975 EL CAMINO REAL, SUITE 300, SAN DIEGO, CA 92130
(Address of principal executive offices) (Zip Code)
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:
Common Stock, $0.001 par value
(Title of Class)
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered
Incorporated by reference to the "Capitalization" section and
the "Description of Capital Stock" section of the preliminary
prospectus contained in Registrant's Registration Statement on
Form S-1 (File No. 333-14573) filed with the Securities and
Exchange Commission on October 21, 1996, as amended
(the "Registration Statement").
Item 2. Exhibits
The following exhibits are filed as a part of this
Registration Statement:
1. Amended and Restated Certificate of Incorporation of
the Registrant. (1)
2. Amended and Restated Certificate of Incorporation of
the Registrant to be filed after the closing of the
initial public offering. (2)
3. Bylaws of the Registrant. (3)
4. Form of Certificate for Registrant's Common Stock.(4)
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(1). Incorporated by reference to Exhibit 3.1 to the Registrant's
Registration Statement on Form S-1 (File No. 333-14573) filed with Securities
and Exchange Commision on October 21, 1996, as amended (the "Registration
Statement").
(2). Incorporated by reference to Exhibit 3.2 to the Registration
Statement.
(3). Incorporated by reference to Exhibit 3.3 to the Registration
Statement.
(4). Incorporated by reference to Exhibit 4.1 to the Registration
Statement.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities and
Exchange Act of 1934, the Registrant has duly caused this Registration Statement
to be signed on its behalf by the undersigned, thereto duly authorized.
Date: November 19, 1996 FIRST VIRTUAL HOLDINGS INCORPORATED
( Registrant )
By: /s/ John M. Stachowiak
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JOHN M. STACHOWIAK
Vice President, Finance & Administration
and Chief Financial Officer
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First Virtual Holdings Incorporated
Form 8-A Registration Statement
Index to Exhibits
Exhibit
Number Description Page No.
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1. Amended and Restated Certificate of Incorporation of the
Registrant.(1)
2. Amended and Restated Certificate of Incorporation of the Registrant
to be filed after the closing of the offering.(2)
3. Bylaws of the Registrant.(3)
4. Form of Certificate for Registrant's Common Stock.(4)
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1. Incorporated by reference to Exhibit 3.1 to the Registrant's
Registration Statement on Form S-1 (File No. 333-14573) filed with
the Securities and Exchange Commission on October 21, 1996, as
amended (the "Registration Statement").
2. Incorporated by Reference to Exhibit 3.2 to the Registration
Statement.
3. Incorporated by Reference to Exhibit 3.3 to the Registration
Statement.
4. Incorporated by Reference to Exhibit 4.1 to the Registration
Statement.
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