-----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, SrnePYoKB+qCeDuINcHQF3QMQn1mmB/xjsdSytA0/7Oa7CfzyMw8OfZ7gPjTmLHK Xj1UpyGCSBe8JTeyHArqcg== 0000916641-97-000980.txt : 19971002 0000916641-97-000980.hdr.sgml : 19971002 ACCESSION NUMBER: 0000916641-97-000980 CONFORMED SUBMISSION TYPE: 8-A12G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971001 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRIMERIS INC CENTRAL INDEX KEY: 0000911326 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 561808663 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12G SEC ACT: SEC FILE NUMBER: 000-23155 FILM NUMBER: 97689167 BUSINESS ADDRESS: STREET 1: 4727 UNIVERSITY DR STE 100 CITY: DURHAM STATE: NC ZIP: 27707 BUSINESS PHONE: 9194196050 MAIL ADDRESS: STREET 1: 4727 UNIVERSITY DRIVE STE 100 CITY: DURHAM STATE: NC ZIP: 27707 8-A12G 1 TRIMERIS, INC. 8A-12G 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 --------------------- TRIMERIS, INC. (Exact name of registrant as specified in its charter) Delaware 56-1808663 (State of incorporation (I.R.S. Employer or organization) Identification No.) --------------------- 4727 UNIVERSITY DRIVE, SUITE 100 DURHAM, NORTH CAROLINA 27707 (919) 419-6050 (Zip code) (Address of principal executive offices) 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), please 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), please check the following box. [X]: Securities Act registration statement file number to which this form relates: 333-31109 Securities to be registered pursuant to section 12(b) of the Act: Name of Each Exchange Title of Each Class on Which Each Class is to be so Registered to be Registered - ------------------- ----------------------- None Not applicable Securities to be registered pursuant to Section 12(g) of the Act: Common Stock, $.001 par value (Title of Class) Item 1. DESCRIPTION OF REGISTRANTS SECURITIES TO BE REGISTERED For a description of the common stock, $.001 par value, of the Registrant (the "Common Stock") being registered hereunder reference is hereby made to the information under the heading "Description of Capital Stock -- Common Stock" of the Registrant's Prospectus forming a part of the Registrant's Registration Statement on Form S-1 (File No. 333-31109) filed with the Securities and Exchange Commission on July 11, 1997, including any amendments thereto (the "Registration Statement"). The aforementioned description in the Prospectus is hereby incorporated by reference herein and made a part of this registration statement. Item 2. EXHIBITS (1) Second Restated Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to the Registration Statement). (2) Form of Third Amended and Restated Certificate of Incorporation of the Registrant (to be filed with Secretary of State of Delaware upon completion of the Offering) (incorporated by reference to Exhibit 3.2 to the Registration Statement). (3) Bylaws of the Registrant (incorporated by reference to Exhibit 3.3 to the Registration Statement). (4) Form of Amended and Restated Bylaws of Registrant (to be adopted upon completion of the Offering) (incorporated by reference to Exhibit 3.4 to the Registration Statement). (5) Specimen certificate representing the Common Stock (incorporated by reference to Exhibit 4.1 to the Registration Statement). 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 the behalf by the undersigned, thereto duly authorized. Date: September 30, 1997 TRIMERIS, INC. By: /s/ Matthew A. Megaro Matthew A. Megaro Chief Operating Officer, Chief Financial Officer, Executive Vice President and Secretary EXHIBIT INDEX Exhibit No. Exhibit (1) Second Restated Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to the Registration Statement). (2) Form of Third Amended and Restated Certificate of Incorporation of the Registrant (to be filed with Secretary of State of Delaware upon completion of the Offering) (incorporated by reference to Exhibit 3.2 to the Registration Statement). (3) Bylaws of the Registrant (incorporated by reference to Exhibit 3.3 to the Registration Statement). (4) Form of Amended and Restated Bylaws of Registrant (to be adopted upon completion of the Offering) (incorporated by reference to Exhibit 3.4 to the Registration Statement). (5) Specimen certificate representing the Common Stock (incorporated by reference to Exhibit 4.1 to the Registration Statement). -----END PRIVACY-ENHANCED MESSAGE-----