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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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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
BRAUN CONSULTING, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 36-4294297
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(State of incorporation or organization) (I.R.S. employer
identification no.)
30 WEST MONROE STREET, SUITE 300, CHICAGO, ILLINOIS 60603
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(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. [_]
Securities Act registration statement file number to which this form relates:
333-79251
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(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
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none
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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $0.001 per share par value
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(Title of class)
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Item 1. Description of Registrant's Securities to be Registered.
For a description of the common stock of Braun Consulting, Inc. to be
registered hereby, see the information set forth under the caption
"Description of Capital Stock" in (1) Braun Consulting, Inc.'s preliminary
prospectus included in its Registration Statement on Form S-1 (File No.
333-79251) originally filed with the Securities and Exchange Commission on
May 25, 1999, as amended, and (2) the related final form of prospectus to
be filed with the Securities and Exchange Commission under Rule 424(b) of
the Securities Act of 1933, as amended, which descriptions are incorporated
herein by reference.
Item 2. Exhibits.
The following exhibits are filed as a part of this registration statement:
Exhibit
No. Identification of Exhibit
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1 Certificate of Incorporation (Incorporated by reference to
Exhibit 3.1 to the Registration Statement on Form S-1 (File No.
333-79251) (the "Form S-1")).
2 Bylaws (Incorporated by reference to Exhibit 3.2 to the Form
S-1).
3 Specimen Certificate representing Common Stock (Incorporated by
reference to Exhibit 4.1 to the Form S-1).
4 Registration Rights Agreement dated as of May 4, 1999 by and
among Braun Consulting, Inc., Michael J. Evanisko, James M.
Kalustian and Paul J. Bascobert (Incorporated by reference to
Exhibit 4.2 to the Form S-1).
5 Voting Trust Agreement dated February 1, 1998 by and between
Wayne L. Schneider, Josephine L. Schneider, Amos W. Braun,
LaVerne M. Braun, Michael K. Braun, Maureen B. Braun, Janet M.
Ostendorf, Gregory A. Ostendorf and Steven J. Braun (Incorporated
by reference to Exhibit 9.1 to the Form S-1).
6 Agreement dated September 1, 1998 between Steven J. Braun and
Stephen J. Miller (Incorporated by reference to Exhibit 10.5 to
the Form S-1).
7 1995 Director Stock Option Plan (Incorporated by reference to
Exhibit 10.6 to the Form S-1).
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8 1998 Employee Long-Term Stock Investment Plan (Incorporated by
reference to Exhibit 10.7 to the Form S-1).
9 1998 Executive Long-Term Stock Investment Plan (Incorporated by
reference to Exhibit 10.8 to the Form S-1).
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SIGNATURES
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.
BRAUN CONSULTING, INC.
Date: July ___, 1999 By: /s/ Steven J. Braun
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Steven J. Braun
President, Chief Executive Officer and
Chairman of the Board
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