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UNITED STATES
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
METROCORP BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
TEXAS 76-0579161
(State of incorporation (I.R.S. Employer Identification No.)
or organization)
9600 BELLAIRE BOULEVARD, SUITE 252
HOUSTON, TEXAS 77036
(Address of principal executive offices) (Zip Code)
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: 333-62667.
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:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
COMMON STOCK, PAR VALUE $1.00 PER SHARE NASDAQ NATIONAL MARKET
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The Registrant incorporates by reference herein the information set
forth under the caption "Description of Securities of the Company" set forth
in its preliminary prospectus dated December 2, 1998 included in Amendment
No.1 to its Registration Statement on Form S-1 (Registration No. 333-62667),
filed with the Securities and Exchange Commission (the "Commission") on
December 2, 1998, as such information may be amended in the final prospectus
included or deemed to be included in such Registration Statement, as
hereafter amended, in the form declared effective by the Commission (the
"Registration Statement"). This Form 8-A is filed to register the
Registrant's class of Common Stock pursuant to Section 12(g) of the
Securities Exchange Act of 1934, as amended ("Exchange Act"), concurrently
with the registration of shares of Common Stock under the Securities Act of
1933, as amended ("Securities Act"), and in accordance with Rule 12d1-2
promulgated under the Exchange Act, will become effective concurrently with
the effectiveness of the Registration Statement under the Securities Act.
ITEM 2. EXHIBITS.
The exhibits below are incorporated herein by reference to the exhibit
of the same number in the Registrant's registration statement on Form S-1, as
amended (Registration No. 333-62667) filed with the Commission.
3.1 Amended and Restated Articles of Incorporation of MetroCorp Bancshares,
Inc.
3.2 Amended and Restated Bylaws of MetroCorp Bancshares, Inc.
4 Form of Certificate representing shares of Common Stock, par value $1.00
per share.
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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.
METROCORP BANCSHARES, INC.
By: /s/ Don J. Wang
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Name: Don J. Wang
Title: PRESIDENT
Date: December 7, 1998
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