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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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
RED HAT, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 06-1364380
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(State of incorporation (IRS Employer
or organization) Identification No.)
2600 MERIDIAN PARKWAY, DURHAM, NC 27713
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(Address of principal executive offices) (Zip Code)
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If this form relates to the registration of a class If this form relates to the registration of a class
of securities pursuant to Section 12(b) of the of securities pursuant to Section 12(g) of the
Exchange Act and is effective pursuant to Exchange Act and is effective pursuant to
General Instruction A.(c), please check the General Instruction A.(d), please check the
following box: / / following box: /X/
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Securities Act registration statement file number to which this form relates:
333-80051 (If applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
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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 N/A
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Securities to be registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $.0001 PAR VALUE PER SHARE
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(Title of Class)
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Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
Information concerning the Registrant's Common Stock is contained in the
Registrant's Form S-1 Registration Statement, filed with the Securities and
Exchange Commission on June 4, 1999, as amended pursuant to the Securities Act
of 1933, as amended (the "S-1 Registration Statement"), and such information is
incorporated herein by reference.
Item 2. EXHIBITS
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Exhibit No. Exhibit
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1. Second Amended and Restated Certificate of
Incorporation, as amended, of the Registrant
(currently in effect) (Incorporated by reference to
Exhibit 3.1 to the S-1 Registration Statement).
2. Form of Third Amended and Restated Certificate of
Incorporation of the Registrant to be filed upon the
effectiveness of the S-1 Registration Statement
(Incorporated by reference to Exhibit 3.2 to the S-1
Registration Statement).
3. Form of Certificate of Amendment to the Third Amended
and Restated Certificate of Incorporation of the
Registrant to be filed upon the closing of the
offering (Incorporated by reference to Exhibit 3.3 to
the S-1 Registration Statement).
4. By-Laws of the Registrant (Incorporated by reference
to Exhibit 3.4 to the S-1 Registration Statement).
5. Form of Amended and Restated By-Laws of the
Registrant to become effective upon the effectiveness
of the S-1 Registration Statement (Incorporated by
reference to Exhibit 3.5 to the S-1 Registration
Statement).
6. Specimen certificate representing the common stock
(Incorporated by reference to Exhibit 4.1 to the 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.
Red Hat, Inc.
By: /s/ Robert F. Young
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Robert F. Young
Chief Executive Officer
Date: June 4, 1999
