0001493152-18-004831.txt : 20180405 0001493152-18-004831.hdr.sgml : 20180405 20180405160032 ACCESSION NUMBER: 0001493152-18-004831 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20180405 DATE AS OF CHANGE: 20180405 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PAVmed Inc. CENTRAL INDEX KEY: 0001624326 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 471214177 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-37685 FILM NUMBER: 18740556 BUSINESS ADDRESS: STREET 1: ONE GRAND CENTRAL PLACE STREET 2: SUITE 4600 CITY: NEW YORK STATE: NY ZIP: 10165 BUSINESS PHONE: 212-949-4319 MAIL ADDRESS: STREET 1: ONE GRAND CENTRAL PLACE STREET 2: SUITE 4600 CITY: NEW YORK STATE: NY ZIP: 10165 FORMER COMPANY: FORMER CONFORMED NAME: PAXmed Inc. DATE OF NAME CHANGE: 20141105 8-A12B 1 form8a-12b.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

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

SECURITIES EXCHANGE ACT OF 1934

PAVmed Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware

47-1214177

(State or Other Jurisdiction

of Incorporation)

(IRS Employer

Identification No.)

One Grand Central Place

60 East 42^nd Street, Suite 4600

New York, NY

10165

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code:

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

Series Z Warrants, each exercisable		The Nasdaq Stock Market LLC
to purchase one share of Common Stock,
par value $0.001 per share

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of Holdco under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

None.

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

PAVmed Inc. (the “Company”) hereby incorporates by reference the description of its Series Z Warrants to be registered hereunder contained under the heading “Summary – The Series Z Warrants” in the Offer to Exchange Series Z Warrants to Purchase Common Stock for Outstanding Series W Warrants to Purchase Common Stock included as Exhibit (a)(1)(a) to the Company’s Exchange Offer on Schedule TO (File No. 005-89489) as filed with the Securities and Exchange Commission on February 20, 2018 (the “Exchange Offer”), Amendment No. 1 to the Exchange Offer, filed on February 21, 2018, Amendment No. 2 to the Exchange Offer, filed on March 5, 2018, and Amendment No. 3 to the Exchange Offer, filed on March 16, 2018.

Item 2. Exhibits.

Exhibit No.		Description

1.		Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1, File No. 333-203569).

2.		Certificate of Amendment to the Certificate of Incorporation (incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1, File No. 333-203569).

3.		Amended and Restated Bylaws (incorporated by reference to Exhibit 3.3 to the Company’s Registration Statement on Form S-1, File No. 333-203569).

4.		Specimen Common Stock Certificate (incorporated by reference to Exhibit 3.3 to the Company’s Registration Statement on Form S-1, File No. 333-203569)

5.		Specimen Series Z Warrant Certificate (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on April 5, 2018).

6.		Form of Warrant Agreement for the Series Z Warrants between the Company and Continental Stock Transfer & Trust Company (incorporated by reference to Exhibit (d)(6) to Schedule TO filed on February 20, 2018, File No. 005-89489).

7.		Letter Agreement with respect to Series Z Warrants with HCFP Capital Partners III LLC, dated June 26, 2014 (incorporated by reference to Exhibit (d)(7) to Schedule TO filed on February 20, 2018, File No. 005-89489).

8.		Letter Agreement with respect to Series Z Warrants with Pavilion Venture Partners LLC, dated June 26, 2014 (incorporated by reference to Exhibit (d)(8) to Schedule TO filed on February 20, 2018, File No. 005-89489).

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: April 5, 2018	PAVMED INC.

	By:	/s/ Dr. Lishan Aklog
		Dr. Lishan Aklog
		Chief Executive Officer