<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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
DYAX CORP.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 04-3053198
- ----------------------- -------------------
(State of incorporation (I.R.S. Employer
or organization) Identification No.)
ONE KENDALL SQUARE, CAMBRIDGE, MASSACHUSETTS 02139
- --------------------------------------------------------------------------------
(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: 333-48483
---------
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, $.01 PAR VALUE
----------------------------------------------------------------
(Title of Class)
<PAGE> 2
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
See "Description of Capital Stock" on page 61 of Amendment No. 2 to the
Registration Statement on Form S-1 of Dyax Corp. (the "Registrant") filed with
the Securities and Exchange Commission on June 26, 1998 under the Securities
Act of 1933, as amended, which is hereby incorporated by reference pursuant to
Rule 12b-23 of the Securities Exchange Act of 1934, as amended.
ITEM 2. EXHIBITS.
2.1 Specimen certificate for shares of Common Stock, $0.01 par
value, of the Registrant. Filed as Exhibit 4.1 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-48483) and hereby incorporated by reference.
2.2 Certificate of Incorporation of the Registrant as amended and
restated through March 23, 1998. Filed as Exhibit 3.1 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-48483) and hereby incorporated by reference.
2.3 Form of Restated Articles of Incorporation of Registrant, as
proposed to be amended and restated. Filed as Exhibit 3.2 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-48483) and hereby incorporated by reference.
2.4 By-laws of the Registrant. Filed as Exhibit 3.3 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-48483) and hereby incorporated by reference.
2.5 Form of Restated By-laws of Registrant, as proposed to be
amended and restated. Filed as Exhibit 3.4 to the Registrant's
Registration Statement on Form S-1 (Registration No. 333-48483)
and hereby incorporated by reference.
-2-
<PAGE> 3
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.
DYAX CORP.
Dated: June 26, 1998 By: /s/ Henry E. Blair
--------------------------------
Henry E. Blair
President
-3-