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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20546
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
NEON SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 76-0345839
(State of incorporation or organization) (I.R.S. Employer Identification No.)
14100 SOUTHWEST FREEWAY, SUITE 500, SUGAR LAND, TEXAS 77478
(Address of principal executive offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of registration of a class of
securities pursuant to Section 12(b) securities pursuant to Section 12(g)
of the Exchange Act and is effective of the Exchange Act and is effective
pursuant to General Instruction pursuant to General Instruction
A.(c), please check the following A.(d), please check the following
box. / / box.
/X/
Securities Act registration file number to which this form relates: 333-69651.
Securities to be registered pursuant to Section 12(b) of the Act:
N/A
Securities to be registered pursuant to Section 12(g) of the Act:
Title of each class
to be so registered:
COMMON STOCK, PAR VALUE $.01 PER SHARE
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The information set forth under the heading "Description of Capital Stock"
in the prospectus that is part of the Registration Statement on Form S-1 filed
by the Registrant on December 23, 1998, as amended (Registration No. 333-69651),
is hereby incorporated by reference.
ITEM 2. EXHIBITS
3.1 Amended and Restated Certificate of Incorporation of the
Registrant, as amended (incorporated by reference to Exhibit No.
3.1 from the Registrant's Registration Statement on Form S-1,
Registration No. 333-69651).
3.2 Amended and Restated Bylaws of the Registrant (incorporated by
reference to Exhibit No. 3.2 from the Registrant's Registration
Statement on Form S-1, Registration No. 333-69651).
4.1 Specimen Stock Certificate for the Registrant's Common Stock, par
value $.01 per share (incorporated by reference to Exhibit No.
4.1 from the Registrant's Registration Statement on Form S-1,
Registration No. 333-69651)
4.2 Amended and Restated Certificate of Incorporation and Amended and
Restated Bylaws of the Registrant. (incorporated by reference to
Exhibit No. 4.2 from the Registrant's Registration Statement on
Form S-1, Registration No. 333-69651)
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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.
NEON Systems, Inc.
By: /s/ Joe Backer
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Joe Backer
President and Chief Executive Officer
Date: March 1, 1999
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INDEX TO EXHIBITS
3.1 Amended and Restated Certificate of Incorporation of the
Registrant, as amended (incorporated by reference to Exhibit No.
3.1 from the Registrant's Registration Statement on Form S-1,
Registration No. 333-69651).
3.2 Amended and Restated Bylaws of the Registrant (incorporated by
reference to Exhibit No. 3.2 from the Registrant's Registration
Statement on Form S-1, Registration No. 333-69651).
4.1 Specimen Stock Certificate for the Registrant's Common Stock, par
value $.01 per share (incorporated by reference to Exhibit No.
4.1 from the Registrant's Registration Statement on Form S-1,
Registration No. 333-69651)
4.2 Amended and Restated Certificate of Incorporation and Amended and
Restated Bylaws of the Registrant. (incorporated by reference to
Exhibit No. 4.2 from the Registrant's Registration Statement on
Form S-1, Registration No. 333-69651)
