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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
3DX Technologies Inc.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Delaware 76-0386601
(STATE OF INCORPORATION OR ORGANIZATION) (I.R.S. EMPLOYER IDENTIFICATION NO.)
12012 Wickchester
Suite 250
Houston, Texas 77079
(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
debt securities and is debt securities and is to
effective upon filing pursuant become effective simultaneously
to General Instruction A(c)(1) with the effectiveness of a
please check the following concurrent registration
box. \ \ statement under the Securities
Act of 1933 pursuant to General
Instruction A(c)(2) please
check the following box. \ \
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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NOT APPLICABLE NOT APPLICABLE
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SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
COMMON STOCK, PAR VALUE $0.01 PER SHARE
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(Title of Class)
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Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The securities to be registered hereunder are common stock, par value
$0.01 per share (the "Common Stock") of 3DX Technologies Inc. (the
"Registrant"). A description of the Common Stock is set forth under the caption
"Description of Capital Stock" contained in the prospectus forming a part of the
Registrant's Registration Statement on Form S-1, as amended (the "Registration
Statement") (File No. 333-14473) initially filed with the Securities and
Exchange Commission on October 18, 1996. Such description, and as it may be
subsequently amended, is incorporated herein by reference.
Item 2. EXHIBITS.
The following exhibits are filed as a part of this Registration
Statement:
Exhibit
NO. DESCRIPTION
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1. Fourth Restated Certificate of Incorporation of
the Registrant, incorporated herein by reference
to Exhibit 3.1(i)(b) to the Registration Statement.
2. Fifth Restated Certificate of Incorporation of the
Registrant, incorporated herein by reference to
Exhibit 3.1(i)(c) to the Registration Statement.
3. Sixth Restated Certificate of Incorporation of the
Registrant, incorporated herein by reference to
Exhibit 3.1(i)(d) to the Registration Statement.
4. Amended and Restated Bylaws of the Registrant,
incorporated herein by reference to Exhibit 3.1(ii)(a)
to the Registration Statement.
5. Second Amended and Restated Bylaws of the Registrant,
incorporated herein by reference to Exhibit 3.1(ii)(b)
to the Registration Statement.
6. Form of Specimen Stock Certificate, incorporated
herein by reference to Exhibit 4.1 to the Registration
Statement.
7. Series C Preferred Stock Purchase Agreement,
incorporated herein by reference to Exhibit 10.3 to
the Registration Statement.
8. Second Amended and Restated Co-Sale Agreement,
incorporated herein by reference to Exhibit 10.4 to
the Registration Statement.
9. Stock Purchase and Restriction Agreement, between the
Registrant and C. Eugene Ennis, incorporated herein
by reference to Exhibit 10.5 to the Registration
Statement.
10. Stock Purchase and Restriction Agreement between
the Registrant and Peter M. Duncan, incorporated
herein by reference to Exhibit 10.6 to the
Registration Statement.
11. Stock Purchase and Restriction Agreement between the
Registrant and Douglas C. Nester, incorporated herein
by reference to Exhibit 10.7 to the 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.
3DX TECHNOLOGIES INC.
Date: December 9, 1996 By: /S/ C. EUGENE ENNIS
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C. Eugene Ennis
President and Chief
Executive Officer
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INDEX TO EXHIBITS
Exhibit
NO. DESCRIPTION
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1. Fourth Restated Certificate of Incorporation of the
Registrant, incorporated herein by reference to
Exhibit 3.1(i)(b) to the Registration Statement.
2. Fifth Restated Certificate of Incorporation of the
Registrant, incorporated herein by reference to
Exhibit 3.1(i)(c) to the Registration Statement.
3. Sixth Restated Certificate of Incorporation of the
Registrant, incorporated herein by reference to
Exhibit 3.1(i)(d) to the Registration Statement.
4. Amended and Restated Bylaws of the Registrant,
incorporated herein by reference to Exhibit 3.1(ii)(a)
to the Registration Statement.
5. Second Amended and Restated Bylaws of the Registrant,
incorporated herein by reference to Exhibit 3.1(ii)(b)
to the Registration Statement.
6. Form of Specimen Stock Certificate, incorporated
herein by reference to Exhibit 4.1 to the Registration
Statement.
7. Series C Preferred Stock Purchase Agreement,
incorporated herein by reference to Exhibit 10.3 to
the Registration Statement.
8. Second Amended and Restated Co-Sale Agreement,
incorporated herein by reference to Exhibit 10.4 to
the Registration Statement.
9. Stock Purchase and Restriction Agreement, between
the Registrant and C. Eugene Ennis, incorporated
herein by reference to Exhibit 10.5 to the Registration
Statement.
10. Stock Purchase and Restriction Agreement between the
Registrant and Peter M. Duncan, incorporated herein
by reference to Exhibit 10.6 to the Registration
Statement.
11. Stock Purchase and Restriction Agreement between the
Registrant and Douglas C. Nester, incorporated herein
by reference to Exhibit 10.7 to the Registration
Statement.
