8-A12G/A 1 e19194_swkh-8a12ga.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-A/A

(Amendment No. 1)

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

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

SECURITIES EXCHANGE ACT OF 1934

  

 

SWK HOLDINGS CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 

     
Delaware   77-0435679
(State of Incorporation or Organization)   (IRS Employer Identification No.)

 

     
14755 Preston Road, Suite 105, Dallas, TX   75254
(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), 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), check the following box. x

 

Securities Act registration statement file number to which this form relates: N/A

 

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

 

         

Title Of Each Class

To Be So Registered

                                              

     

Name Of Each Exchange On Which

Each Class Is To Be Registered

                                                                       

N/A       N/A
     
         

 

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

 

Preferred Stock Purchase Rights

(Title of Class)

 

 

 

 

   

 

Explanatory Note

 

This Form 8-A/A (Amendment No. 1) is being filed by SWK Holdings Corporation (the “Company”) to update the disclosure in the Company’s Registration Statement on Form 8-A filed with the Securities and Exchange Commission on April 18, 2016.

 

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

 

On April 8, 2019, the Company amended its Rights Agreement, dated April 8, 2019 (the “Rights Agreement”), with Computershare Trust Company, N.A., as Rights Agent, to extend the term of the Rights Agreement to April 8, 2022 (subject to earlier expiration as described in the Rights Agreement).

 

The summary of the terms of the amendment to the Rights Agreement is qualified in its entirety by the full text of the amendment, a copy of which is filed as Exhibit 4.01 hereto and incorporated herein by reference.

 

 

Item 2. Exhibits.

 

The following exhibits are filed as part of this registration statement:

 

     

Exhibit  

 

    Description    

     
4.01   Amendment No. 1 to Rights Agreement, dated as of April 8, 2019, by and between SWK Holdings Corporation and Computershare Trust Company, N.A. (incorporated by reference to Exhibit 4.01 to Form 8-K filed on April 8, 2019).
     

 

   

 

 

 

 

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, thereunto duly authorized.

 

Date: April 8, 2019

 

  SWK HOLDINGS CORPORATION
     
  By: /s/ Winston Black
    Winston Black
    Chief Executive Officer

 

 

   

 

 

 

EXHIBIT INDEX

 

     

Exhibit  

 

    Description    

     
4.01   Amendment No. 1 to Rights Agreement, dated as of April 8, 2019, by and between SWK Holdings Corporation and Computershare Trust Company, N.A. (incorporated by reference to Exhibit 4.01 to Form 8-K filed on April 8, 2019).