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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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Knight/Trimark Group, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE 52-2096335
(State of Organization) (I.R.S. Employer Identification No.)
Newport Tower, 29th Floor
525 Washington Boulevard
Jersey City, New Jersey 07310
(Address of Principal Executive Offices) (Zip Code)
If this Form relates to the If this Form relates to the
registration of a class of debt registration of a class of debt
securities and is effective upon securities and is to become
filing pursuant to General effective simultaneously with the
Instruction A(c)(1) please check effectiveness of a concurrent
the following box. [ ] registration statement under the
Securities Act of 1933 pursuant to
General Instruction A(c)(2) please
check the following box. [ ]
Securities to be registered pursuant to Section 12(b) of the Act:
TITLES OF EACH CLASS NAME OF EXCHANGE ON WHICH
TO BE SO REGISTERED EACH CLASS IS TO BE REGISTERED
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Class A Common Stock NASDAQ National Market
Par Value $.01 per share
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered.
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A complete description of the Class A Common Stock, which is to be
registered hereunder is contained under the caption "DESCRIPTION OF CAPITAL
STOCK" in the Prospectus forming a part of the Form S-1 Registration
Statement (File No. 333-51653 (The "S-1 Registration Statement") of
Knight/Trimark Group, Inc. (the "Company"), filed with the Securities and
Exchange Commission (the "Commission") under the Securities Act of 1933, as
amended (the "Securities Act"). Such description is hereby incorporated by
reference and any description included in a form of prospectus subsequently
filed by Company pursuant to Rule 424(b) under the Securities Act shall be
deemed to be incorporated herein by reference.
Item 2. Exhibits.
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EXHIBIT
NUMBER EXHIBIT
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1. Amended and Restated Certificate of Incorporation of the Company,
included in the S-1 Registration Statement and included herein by
reference.
2. Amended and Restated By-laws of the Company, included in the S-1
Registration Statement and included herein by reference.
3. Form of Class A Common Stock Certificate of the Company, included
in the S-1 Registration Statement and included herein by
reference.
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, thereunto duly authorized.
Knight/Trimark Group, Inc.
By: /s/ Michael T. Dorsey
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Michael T. Dorsey
Senior Vice President, General Counsel
and Secretary
Date: June 12, 1998
