SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
NYFIX, INC.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
New York 06-1344888
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
333 Ludlow Street, Stamford, Connecticut 06902
- --------------------------------------------------------------------------------
(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:
Securities to be registered pursuant to Section 12(b) of the Act: None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.001 par value
- --------------------------------------------------------------------------------
(Title of Class)
<PAGE>
Item 1. Description of Securities To Be Registered.
A description of the common stock, $.001 per share (the "Common Stock")
of NYFIX, Inc. (the "Company") is contained under the caption "Description of
Securities" in the Company's Registration Statement on Form S-1, as amended
(Registration No. 033-61298), filed with the Securities and Exchange Commission
on April 19, 1993 and incorporated herein by reference.
Item 2. Exhibits.
3.1 Articles of Incorporation of NYFIX, Inc. (Exhibit 3.1 to
Registrant's Form 10 filed March 5, 1993).
3.2 Certificate of Amendment to Articles of Incorporation of
NYFIX, Inc. (Exhibit 3.3 to the Company's Form S-3 filed
December 30, 1999).
3.3 By-Laws of NYFIX, Inc. (Exhibit 3.2 to Registrant's Form 10
filed March 5, 1993).
4.1 Certificate of Designation of Series A Preferred Stock
(Exhibit 4.1 to Registrant's Form 10 filed March 5, 1993).
4.2 Specimen - Common Stock Certificate (Exhibit 4.2 to the
Registrant's Annual Report on Form 10K for the fiscal year
ended December 31, 1993).
4.3 Rights Agreement, dated as of September 1, 1997, between the
Registrant and Chase Mellon Shareholder Services, L.L.C., as
Rights Agent (Exhibit 1 to the Registrant's Form 8-A filed
September 10, 1997).
4.4 First Amendment to Rights Agreement, dated as of October 25,
1999, between Trinitech Systems, Inc. and Chase Mellon
Shareholder Services, L.L.C. (Exhibit 3 to the Registrant's
Form 8-A/A filed October 25, 1999).
-2-
<PAGE>
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.
Dated: March 3, 2000 NYFIX, INC.
By: /s/ Richard Castillo
-----------------------------------
Name: Richard Castillo
Title: Chief Financial Officer
-3-
