-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GEplKW3OoapEm0dOc0Nf8+mrF505QU43YUGw4kBOnMXR5OnOWezdw66UAIY11Yib AtCGt9HmclIuJCw5ZcKeCQ== 0001012870-99-003249.txt : 19990921 0001012870-99-003249.hdr.sgml : 19990921 ACCESSION NUMBER: 0001012870-99-003249 CONFORMED SUBMISSION TYPE: 8-A12G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990920 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERWOVEN INC CENTRAL INDEX KEY: 0001042431 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943221352 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12G SEC ACT: SEC FILE NUMBER: 000-27389 FILM NUMBER: 99713753 BUSINESS ADDRESS: STREET 1: 1195 W FREMONT AVE STREET 2: STE 2000 CITY: SUNNYVALE STATE: CA ZIP: 94087 BUSINESS PHONE: 4087742000 MAIL ADDRESS: STREET 1: 1195 W FREMONT AVE STREET 2: STE 2000 CITY: SUNNYVALE STATE: CA ZIP: 94087 8-A12G 1 FORM 8-A12G 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 Interwoven, Inc. ----------------------------------------- (Exact name of registrant as specified in its charter) Delaware 94-3221352 ------------------------- ------------------------- (State of incorporation or organization) (I.R.S. Employer Identification No.) 1195 West Fremont Avenue, Suite 2000 Sunnyvale, California 94087 ------------------------- ---------- (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 securities pursuant to Section 12(b) securities pursuant to Section 12(g) of the Exchange Act and is effective of the Exchange Act and is effective pursuant to General Instruction A.(c), pursuant to General Instruction check the following box. [_] A.(d), check the following box. [x] Securities Act registration statement file number to which this form relates: 333-83779 --------- 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, $0.001 par value per share ---------------------------------------- (Title of Class) Item 1. Description of Registrant's Securities to be Registered. The description of the common stock of Registrant set forth under the caption "Description of Capital Stock" in Registrant's Registration Statement on Form S-1 (File No. 333-83779) as originally filed with the Securities and Exchange Commission on July 27, 1999, or as subsequently amended (the "Registration Statement"), and in the prospectus included in the Registration ---------------------- Statement, is hereby incorporated by reference in response to this item. Item 2. Exhibits. The following exhibits are filed herewith or incorporated herein by reference: Exhibit Number Exhibit Title or Description ------- ---------------------------- 3.01 Registrant's Certificate of Incorporation (incorporated by reference to Exhibit 3.01 to the Registration Statement). 3.02 Registrant's Amended and Restated Certificate of Incorporation (to be filed in connection with Registrant's reincorporation from California to Delaware prior to consummation of its initial public offering) (incorporated by reference to Exhibit 3.02 to the Registration Statement). 3.03 Registrant's Second Amended and Restated Certificate of Incorporation (to be filed following the closing of its initial public offering) (incorporated by reference to Exhibit 3.03 to the Registration Statement). 3.04 Registrant's Restated Bylaws (to be adopted in connection with Registrant's reincorporation from California to Delaware prior to consummation of its initial public offering) (incorporated by reference to Exhibit 3.04 to the Registration Statement). 3.05 Registrant's Certificate of Designation (to be filed in connection with Registrant's reincorporation from California to Delaware prior to consummation of its initial public offering) (incorporated by reference to Exhibit 3.05 to the Registration Statement). 4.01* Form of Certificate for the Registrant's common stock (incorporated by reference to Exhibit 4.01 to the Registration Statement). 4.02 Third Amended and Restated Investors' Rights Agreement, dated as of June 10, 1999 (incorporated by reference to Exhibit 4.02 of the Registration Statement). 99.01 The description of Registrant's common stock set forth under the caption "Description of Capital Stock" in the prospectus included in the Registration Statement. - ----------- * To be filed by amendment 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, thereunto duly authorized. Dated: September 20, 1999 Interwoven, Inc. By: /s/ David M. Allen -------------------------------------- David M. Allen Vice President and Chief Financial Officer Index to Exhibits ----------------- Exhibit Number Exhibit Title or Description ------- ---------------------------- 3.01 Registrant's Certificate of Incorporation (incorporated by reference to Exhibit 3.01 to the Registration Statement). 3.02 Registrant's Amended and Restated Certificate of Incorporation (to be filed in connection with Registrant's reincorporation from California to Delaware prior to consummation of its initial public offering) (incorporated by reference to Exhibit 3.02 to the Registration Statement). 3.03 Registrant's Second Amended and Restated Certificate of Incorporation (to be filed following the closing of its initial public offering) (incorporated by reference to Exhibit 3.03 to the Registration Statement). 3.04 Registrant's Restated Bylaws (to be adopted in connection with Registrant's reincorporation from California to Delaware prior to consummation of its initial public offering) (incorporated by reference to Exhibit 3.04 to the Registration Statement). 3.05 Registrant's Certificate of Designation (to be filed in connection with Registrant's reincorporation from California to Delaware prior to consummation of its initial public offering) (incorporated by reference to Exhibit 3.05 to the Registration Statement). 4.01* Form of Certificate for the Registrant's common stock (incorporated by reference to Exhibit 4.01 to the Registration Statement). 4.02 Third Amended and Restated Investors' Rights Agreement, dated as of June 10, 1999 (incorporated by reference to Exhibit 4.02 of the Registration Statement). 99.01 The description of Registrant's common stock set forth under the caption "Description of Capital Stock" in the prospectus included in the Registration Statement. - ------------ * To be filed by amendment -----END PRIVACY-ENHANCED MESSAGE-----