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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
ADAMS GOLF, INC.
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(Exact name of registrant as specified in its charter)
Delaware 75-2320087
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(State of incorporation or (I.R.S. Employer Identification
organization) Number)
300 Delaware Avenue, Suite 548
Wilmington, Delaware 19801
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(Address of principal executive (Zip Code)
offices)
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
None N/A
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If this form relates to the registration of a class of securities pursuant to
Section 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 to General
Instruction A. (d), please check the following box. /X/
Securities Act registration statement file number to which this form relates:
333-51715 (If applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
COMMON STOCK, PAR VALUE $.001 PER SHARE
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(Title of class)
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INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
A description of the Registrant's Common Stock, par value $.001 per
share, to be registered hereby is contained in the section entitled
"Description of Capital Stock" in the Registrant's Form S-1 Registration
Statement, filed with the Securities and Exchange Commission on May 4, 1998
(Registration No. 333-51715), as amended, pursuant to the Securities Act of
1933, as amended (the "S-1 Registration Statement"), and such information is
incorporated herein by reference.
ITEM 2. EXHIBITS.
EXHIBIT
NO. EXHIBIT
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1. Amended and Restated Certificate of Incorporation of the
Registrant (Incorporated by reference to Exhibit 3.1 to
the S-1 Registration Statement).
2. Amended and Restated Bylaws of the Registrant
(Incorporated by reference to Exhibit 3.2 to the S-1
Registration Statement).
3. Registration Rights Agreement dated April 30, 1998 by and
among the Registrant and certain stockholders of the
Registrant (Incorporated by reference to Exhibit 4.3 to
the S-1 Registration Statement).
4. Form of Common Stock Certificate of the Company
(Incorporated by reference to Exhibit 4.5 to the S-1
Registration Statement).
[SIGNATURE PAGE FOLLOWS]
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.
ADAMS GOLF, INC.
By: /s/ Darl P. Hatfield
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Darl P. Hatfield
SENIOR VICE PRESIDENT - FINANCE
AND ADMINISTRATION
AND CHIEF FINANCIAL OFFICER
Date: July 6, 1998
3.