CARDIMA INC
8-A12G, 1997-04-23
ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES
Previous: MAS ACQUISITION I CORP, 10KSB, 1997-04-23
Next: CHASE MANHATTAN AUTO GRANTOR TRUST 1996-B, 8-K, 1997-04-23



<PAGE>
 
    As filed with the Securities and Exchange Commission on April 22, 1997

                                 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

                                 CARDIMA, INC.
             (Exact name of registrant as specified in its charter)

           DELAWARE                                          94-3177883
(State of incorporation or organization)                  (IRS Employer
                                                           Identification No.)

   47266 BENICIA STREET, FREMONT, CA                           94538
(Address of principal executive offices)                     (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 so 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, $0.001 par value
                         ------------------------------
                                (Title of Class)
<PAGE>
 
Item 1.       Description of Registrant's Securities to be Registered
              -------------------------------------------------------

Incorporated by reference to the information set forth under the caption
"Description of Capital Stock" in the Registrant's Registration Statement on
Form S-1 (SEC File No. 333-23209) (the "Registration Statement").
<TABLE> 
<CAPTION> 

Item 2.     Exhibits
            --------
             
               The following exhibits are filed as a part of this Registration
               Statement:
              <S>  <C>  
               1    Specimen certificate for Registrant's Common Stock --
                    incorporated herein by reference to Exhibit 4.1 of the
                    Registrant's Registration Statement.

               2.1  Amended and Restated Certificate of Incorporation --
                    incorporated herein by reference to Exhibit 3.1 of the
                    Registrant's Registration Statement.

               2.2  Form of Amended and Restated Certificate of Incorporation to
                    be filed with the Delaware Secretary of State upon the
                    closing of this offering -- incorporated herein by reference
                    to Exhibit 3.3 to the Registrant's Registration Statement.

               2.3  Bylaws -- incorporated herein by reference to Exhibit 3.2 to
                    the Registrant's Registration Statement.

               2.4  Form of Bylaws to become effective upon the closing of this
                    offering -- incorporated herein by reference to Exhibit 3.4
                    to the Registrant's Registration Statement.
</TABLE> 

                                      -2-
<PAGE>
 
                                   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.

Date: April 22, 1997                   CARDIMA, INC.


                                       By: /s/ Ronald E. Bourquin
                                           ----------------------------------
                                           Ronald E. Bourquin, Vice President
                                           and Chief Financial Officer

                                      -3-
<PAGE>
 
                               INDEX TO EXHIBITS

<TABLE>
<CAPTION>
                                                                                       Sequentially
    Exhibit No.                     Description                                        Numbered Page        
    -----------                     -----------                                        -------------        
   <S>              <C>                                                               <C>                    
        1            Specimen certificate for Registrant's Common                     Incorporated by     
                     Stock -- incorporated herein by reference to                     reference           
                     Exhibit 4.1 of the Registrant's Registration Statement.
                                                                                                                                 
      2.1            Amended and Restated Certificate of Incorporation --             Incorporated by       
                     incorporated herein by reference to Exhibit 3.1                  reference           
                     of the Registrant's Registration Statement.                              
                                                                                                            
      2.2            Form of Amended and Restated Certificate of Incorporation        Incorporated by     
                     to be filed with the Delaware Secretary of State upon            reference           
                     the closing of this offering -- incorporated herein by                                 
                     reference to Exhibit 3.3 to the Registrant's Registration                              
                     Statement.                                                                             
                                                                                                            
      2.3            Bylaws -- incorporated herein by reference to Exhibit 3.2        Incorporated by     
                     to the Registrant's Registration Statement.                      reference           
                                                                                                            
      2.4            Form of Bylaws to become effective upon the closing of           Incorporated by     
                     this offering -- incorporated herein by reference to             reference           
                     Exhibit 3.4 to the Registrant's Registrations Statement.                               
 </TABLE>

                                      -4-


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission