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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-A/A
For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or (g) of the
Securities Exchange Act of 1934
Vignette Corporation
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(Exact name of registrant as specified in its charter)
Delaware 74-2769415
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(State of incorporation or organization) (I.R.S. Employer
Identification Number)
901 South MoPac Expressway
Austin, Texas 78746
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(Address of principal executive offices) (Zip Code)
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If this form relates to the If this form relates to the
registration of a class of registration of a class of securities
securities pursuant to Section pursuant to Section 12(g) of the
12(b) of the Exchange Act and is Exchange Act and is effective pursuant
effective pursuant to General to General Instruction A(d), please
Instruction A(c), please check check the following box. [X]
the following box. [ ]
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Securities Act registration statement file number to which this form relates:
333-68345.
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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
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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $0.01 par value
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(Title of class)
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Item 1. Description of Registrant's Securities to be Registered.
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Incorporated herein by reference to the Description of Capital Stock
section of the Company's Registration Statement on Form S-1 (File No. 333-
68345).
Item 2. Exhibits.
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Exhibit
Number Description
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1.1 Specimen Common Stock certificate incorporated herein
by reference to Exhibit 1.1 to Amendment No. 1 to the
Company's Registration Statement on Form S-1 (File No.
333-68345).
2.1 Certificate of Incorporation of Registrant, as amended
to date- incorporated herein by reference to Exhibit
3.1 to Amendment No. 2 to the Company's Registration
Statement on Form S-1 (File No. 333-68345).
2.2 Form of Amended and Restated Certificate of
Incorporation of Registrant to be filed upon the
closing of the Registrant's initial public offering -
incorporated herein by reference to Exhibit 3.2 to
Amendment No. 2 to the Company's Registration Statement
on Form S-1 (File No. 333-68345).
2.3 Bylaws of Registrant - incorporated herein by reference
to Exhibit 3.3 to the Company's Registration Statement
on Form S-1 (File No. 333-68345).
2.4 Form of Bylaws of Registrant to be filed upon the
closing of the Registrant's initial public offering -
incorporated herein by reference to Exhibit 3.4 to the
Company's Registration Statement on Form S-1 (File No.
333-68345).
2
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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.
VIGNETTE CORPORATION
Date: February 17, 1999 By: /s/ Gregory A. Peters
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Gregory A. Peters
President and Chief Executive Officer
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EXHIBITS
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Exhibit
Number Description
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1.1 Specimen Common Stock certificate incorporated herein
by reference to Exhibit 1.1 to Amendment No. 1 to the
Company's Registration Statement on Form S-1 (File No.
333-68345).
2.1 Certificate of Incorporation of Registrant, as amended
to date- incorporated herein by reference to Exhibit
3.1 to Amendment No. 2 to the Company's Registration
Statement on Form S-1 (File No. 333-68345).
2.2 Form of Amended and Restated Certificate of
Incorporation of Registrant to be filed upon the
closing of the Registrant's initial public offering -
incorporated herein by reference to Exhibit 3.2 to
Amendment No. 2 to the Company's Registration Statement
on Form S-1 (File No. 333-68345).
2.3 Bylaws of Registrant - incorporated herein by reference
to Exhibit 3.3 to the Company's Registration Statement
on Form S-1 (File No. 333-68345).
2.4 Form of Bylaws of Registrant to be filed upon the
closing of the Registrant's initial public offering -
incorporated herein by reference to Exhibit 3.4 to the
Company's Registration Statement on Form S-1 (File No.
333-68345).
