8-A12B 1 l04878ae8va12b.txt HAWK CORPORATION 8-A12B 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 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 HAWK CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 34-1608156 (State of incorporation (I.R.S. Employer or organization) Identification Number) 200 PUBLIC SQUARE, SUITE 1500, CLEVELAND, OHIO 44114 (Address of principal executive offices including zip code) If this form relates to the If this form relates to the registration of a class of securities registration of a class of securities pursuant to Section 12(b) of the pursuant to Section 12(g) of the Exchange Act and is effective Exchange Act and is effective pursuant to General Instruction pursuant to General Instruction A.(c), please check the following A.(d), please check the following box. |X| box. | | Securities Act registration statement file number to which this form relates: 333-40535 --------- 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 ------------------- ------------------------------ CLASS A COMMON STOCK AMERICAN STOCK EXCHANGE Securities to be registered pursuant to Section 12(g) of the Act: Title of Each Class Name of Each Exchange on Which to be so Registered Each Class is to be Registered ------------------- ------------------------------ NONE ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED A description of the Class A Common Stock, par value $0.01 per share, of the Registrant is set forth under the caption "Description of Capital Stock -- Common Stock" in the Registration Statement (the "Registration Statement") on Form S-1 (SEC file number 333-40535), as filed with the Securities and Exchange Commission (the "Commission") on November 19, 1997 as amended by Amendment No. 1 to the Registration Statement filed with the Commission on November 26, 1997, Amendment No. 2 to the Registration Statement filed with the Commission on December 31, 1997, Amendment No. 3 to the Registration Statement filed with the Commission on January 8, 1998 and Amendment No. 4 to the Registration Statement filed with the Commission on January 23, 1998, and is incorporated herein by reference. 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. Date: January 5, 2004 HAWK CORPORATION By: /s/ Thomas A. Gilbride ------------------------------- Thomas A. Gilbride Vice President - Finance and Treasurer