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As filed with the Securities and Exchange Commission on June 22, 1998
Total Number of Pages - 4
Index to Exhibits at Page - 4
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
PILOT NETWORK SERVICES, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 94-3164036
(State of Incorporation) (IRS Employer
Identification No.)
1080 MARINA VILLAGE PARKWAY, ALAMEDA, CA 94501-1057
(Address of Principal Executive Offices) (Zip Code)
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If this form relates to the registration of a If this form relates to the registration
class of securities pursuant to Section 12(b) of a class of securities pursuant to
of the Exchange Act and is effective pursuant Section 12(g) of the Exchange Act and is
to General Instruction A.(c), check the effective pursuant to General
following box. [_] Instruction A.(d), check the following
box. [X]
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Securities Act registration statement file number to which this form relates:
[333-57453] (if applicable)
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 None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.001
------------------------------
(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered
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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 filed on or about June 22, 1998 (SEC File No. 333-
57453) (the "Form S-1 Registration Statement").
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Item 2. Exhibits
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The following exhibits are filed as a part of this Registration
Statement:
1.* Specimen certificate for Registrant's Common Stock.
2.** Certificate of Incorporation of the Registrant.
3.*** Form of Amended and Restated Certificate of Incorporation of
the Registrant.
4.**** Bylaws of the Registrant.
5.***** Amended and Restated Investors' Rights Agreement dated March
31, 1997, as amended, between the Registrant and certain
holders of the Registrant's securities.
* Incorporated by reference to Exhibit 4.1 to the Form S-1 Registration
Statement.
** Incorporated by reference to Exhibit 3.1 to the Form S-1 Registration
Statement.
*** Incorporated by reference to Exhibit 3.3 to the Form S-1 Registration
Statement.
**** Incorporated by reference to Exhibit 3.2 to the Form S-1 Registration
Statement.
***** Incorporated by reference to Exhibit 10.6 to the Form S-1 Registration
Statement.
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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.
Date: June 22, 1998 PILOT NETWORK SERVICES, INC.
By: /s/ M. Marketta Silvera
-------------------------------
M. Marketta Silvera, President
and Chief Executive Officer
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INDEX TO EXHIBITS
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Sequentially
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Exhibit No. Description Numbered Page
- ------------ ----------- -------------
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1. Specimen certificate for Registrant's Common Incorporated by
Stock. reference
2. Certificate of Incorporation of the Registrant. Incorporated by
reference
3. Form of Amended and Restated Certificate of Incorporated by
Incorporation of the Registrant. reference
4. Bylaws of the Registrant. Incorporated by
reference
5. Amended and Restated Investors' Rights Agreement Incorporated by
dated March 31, 1997, as amended, between the reference
Registrant and certain holders of the
Registrant's securities.
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