0001493152-20-018503.txt : 20200929 0001493152-20-018503.hdr.sgml : 20200929 20200929081511 ACCESSION NUMBER: 0001493152-20-018503 CONFORMED SUBMISSION TYPE: 8-A12B/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200929 DATE AS OF CHANGE: 20200929 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POLARITYTE, INC. CENTRAL INDEX KEY: 0001076682 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 061529524 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-32404 FILM NUMBER: 201206236 BUSINESS ADDRESS: STREET 1: 1960 S. 4250 WEST CITY: SALT LAKE CITY STATE: UT ZIP: 84104 BUSINESS PHONE: (800)-560-3983 MAIL ADDRESS: STREET 1: 1960 S. 4250 WEST CITY: SALT LAKE CITY STATE: UT ZIP: 84104 FORMER COMPANY: FORMER CONFORMED NAME: MAJESCO ENTERTAINMENT CO DATE OF NAME CHANGE: 20050427 FORMER COMPANY: FORMER CONFORMED NAME: MAJESCO HOLDINGS INC DATE OF NAME CHANGE: 20040416 FORMER COMPANY: FORMER CONFORMED NAME: CONNECTIVCORP DATE OF NAME CHANGE: 20010815 8-A12B/A 1 form8-a12ba.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-A/A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR (g) OF THE

SECURITIES EXCHANGE ACT OF 1934

POLARITYTE, INC.

(Exact name of registrant as specified in its charter)

Delaware		06-1529524
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

123 Wright Brothers Drive Salt Lake City, Utah		84116
(Address of principal executive offices)		(Zip Code)

Securities to be registered pursuant to Section 12(b) of the Act:

Title of each class

to be registered

Name of each exchange on which

each class is to be registered

Preferred Stock Purchase Rights

NASDAQ Capital Markets

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) or (e), check the following box. [X]

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) or (e), check the following box. [ ]

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. [ ]

Securities Act registration statement or Regulation A offering statement file number to which this form relates: ___________________ (if applicable)

Securities to be registered pursuant to Section 12(g) of the Act: None

Explanatory Note

This Form 8-A/A is filed by PolarityTE, Inc. (the “Company”), to supplement and amend the information set forth on the Form 8-A filed by the Company on November 7, 2019.

Item 1. Description of Registrant’s Securities to be Registered

On September 28, 2020, the Company and Equity Stock Transfer, LLC, as rights agent (the “Rights Agent”), entered into an amendment (the “Amendment”) to the Rights Agreement, dated as of November 7, 2019, between the Company and the Rights Agent (the “Rights Agreement”) filed as Exhibit 4.1 to the Company’s Form 8-K filed with the Securities and Exchange Commission on November 7, 2019.

The Amendment accelerates the expiration of the Company’s preferred share purchase rights (the “Rights”) under the Rights Agreement to 5:00 P.M., New York City time, on September 28, 2020. Consequently, the Rights Agreement terminated at that time. At the time of the termination of the Rights Agreement, all Rights distributed to holders of the Company’s common stock pursuant to the Rights Agreement expired.

The foregoing description does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 4.2 to this registration statement.

Item 2. Exhibits.

3.1	Certificate of Designation of Series A Junior Participating Preferred Stock of PolarityTE, Inc. (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed by PolarityTE, Inc. with the Securities and Exchange Commission on November 7, 2019).

4.1	Rights Agreement, dated as of November 7, 2019, between PolarityTE, Inc. and Equity Stock Transfer, LLC, as rights agent (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed by PolarityTE, Inc. with the Securities and Exchange Commission on November 7, 2019).

4.2	First Amendment to Rights Agreement, dated September 28, 2020, between PolarityTE, Inc. and Equity Stock Transfer, LLC, as rights agent (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed by PolarityTE, Inc. with the Securities and Exchange Commission on September 29, 2020).

SIGNATURES

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.

	POLARITYTE, INC.

Dated: September 29, 2020	/s/ Jacob Patterson
	Jacob Patterson
	Interim Chief Financial Officer