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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO
SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
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TELIGENT, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 54-1866562
(State of Incorporation or (I.R.S. Employee
Organization) Identification no.)
8065 Leesburg Pike
Vienna, Virginia 22182
(Address of Principal Executive Offices)
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If this form relates to the registration of a class of securities pursuant to
12(b) of the Exchange Act and is effective pursuant to General Instruction
A.(c), please check the following box. [ ]
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant General Instruction
A.(d), please check the following box. [x]
Securities Act registration statement file number to which this
form relates: 333-37381
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:
Class A Common Stock, par value $.01 per share
(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered.
A description of the Registrant's Class A Common Stock, par
value $.01 per share, being registered hereby is contained in the prospectus in
Registrant's Registration Statement on Form S-1, as amended (Registration No.
333-37381) (the "Registration Statement"), initially filed with the Securities
and Exchange Commission (the "Commission") on October 7, 1997, under the caption
"Description of Capital Stock." Such description as amended by amendments to
such Registration Statement and by any prospectus filed pursuant to Rule 424(b)
of the General Rules and Regulations under the Securities Act of 1933, as
amended, is incorporated by reference herein.
Item 2. Exhibits.
The securities to be registered are to be registered pursuant
to Section 12(g) of the Securities Exchange Act of 1934, as amended, on the
NASDAQ National Market (the "NASDAQ"), on which no other securities of the
Registrant are registered. Accordingly, the following exhibits required in
accordance with the instructions as to exhibits to a Registration Statement on
Form 8-A have been duly filed with the NASDAQ:
1. Form of Certificate of Incorporation of Registrant (incorporated
herein by reference to Exhibit 3.2 to the Registration Statement).
2. Form of Amended and Restated By-Laws of Registrant (incorporated
herein by reference to Exhibit 3.3 to the Registration Statement).
3. Form of Stockholders Agreement (incorporated herein by reference
to Exhibit 4.1 to the Registration Statement).
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SIGNATURES
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.
TELIGENT, INC.
By: /s/ Laurence E. Harris
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Name: Laurence E. Harris
Title: Senior Vice President,
General Counsel and
Assistant Secretary
Dated: November 18, 1997
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