-----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, A4ji/8ZxJoFc0AJvzfD6KETOa2pF7c76enPj58RRhQ4FgWd/qE+zRJbjA+mjuI/n eMJEEBRVMoXHa51HoyHBsg== 0000932440-96-000099.txt : 19961210 0000932440-96-000099.hdr.sgml : 19961210 ACCESSION NUMBER: 0000932440-96-000099 CONFORMED SUBMISSION TYPE: 8-A12G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19961209 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: 3DX TECHNOLOGIES INC CENTRAL INDEX KEY: 0000915518 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 760386601 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12G SEC ACT: 1934 Act SEC FILE NUMBER: 000-21841 FILM NUMBER: 96677586 BUSINESS ADDRESS: STREET 1: 12012 WICKCHESTER STREET 2: SUITE 250 CITY: HOUSTON STATE: TX ZIP: 77084 BUSINESS PHONE: 7135793398 MAIL ADDRESS: STREET 1: 12012 WICKCHESTER STREET 2: SUITE 250 CITY: HOUSTON STATE: TX ZIP: 77079 8-A12G 1 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 3DX Technologies Inc. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Delaware 76-0386601 (STATE OF INCORPORATION OR ORGANIZATION) (I.R.S. EMPLOYER IDENTIFICATION NO.) 12012 Wickchester Suite 250 Houston, Texas 77079 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) If this Form relates to the If this Form relates to the registration of a class of registration of a class of debt securities and is debt securities and is to effective upon filing pursuant become effective simultaneously to General Instruction A(c)(1) with the effectiveness of a please check the following concurrent registration box. \ \ statement under the Securities Act of 1933 pursuant to General Instruction A(c)(2) please check the following box. \ \ 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 - ------------------- ------------------------------- NOT APPLICABLE NOT APPLICABLE -------------- -------------- SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT: COMMON STOCK, PAR VALUE $0.01 PER SHARE --------------------------------------- (Title of Class) Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. The securities to be registered hereunder are common stock, par value $0.01 per share (the "Common Stock") of 3DX Technologies Inc. (the "Registrant"). A description of the Common Stock is set forth under the caption "Description of Capital Stock" contained in the prospectus forming a part of the Registrant's Registration Statement on Form S-1, as amended (the "Registration Statement") (File No. 333-14473) initially filed with the Securities and Exchange Commission on October 18, 1996. Such description, and as it may be subsequently amended, is incorporated herein by reference. Item 2. EXHIBITS. The following exhibits are filed as a part of this Registration Statement: Exhibit NO. DESCRIPTION ------- ----------- 1. Fourth Restated Certificate of Incorporation of the Registrant, incorporated herein by reference to Exhibit 3.1(i)(b) to the Registration Statement. 2. Fifth Restated Certificate of Incorporation of the Registrant, incorporated herein by reference to Exhibit 3.1(i)(c) to the Registration Statement. 3. Sixth Restated Certificate of Incorporation of the Registrant, incorporated herein by reference to Exhibit 3.1(i)(d) to the Registration Statement. 4. Amended and Restated Bylaws of the Registrant, incorporated herein by reference to Exhibit 3.1(ii)(a) to the Registration Statement. 5. Second Amended and Restated Bylaws of the Registrant, incorporated herein by reference to Exhibit 3.1(ii)(b) to the Registration Statement. 6. Form of Specimen Stock Certificate, incorporated herein by reference to Exhibit 4.1 to the Registration Statement. 7. Series C Preferred Stock Purchase Agreement, incorporated herein by reference to Exhibit 10.3 to the Registration Statement. 8. Second Amended and Restated Co-Sale Agreement, incorporated herein by reference to Exhibit 10.4 to the Registration Statement. 9. Stock Purchase and Restriction Agreement, between the Registrant and C. Eugene Ennis, incorporated herein by reference to Exhibit 10.5 to the Registration Statement. 10. Stock Purchase and Restriction Agreement between the Registrant and Peter M. Duncan, incorporated herein by reference to Exhibit 10.6 to the Registration Statement. 11. Stock Purchase and Restriction Agreement between the Registrant and Douglas C. Nester, incorporated herein by reference to Exhibit 10.7 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 its behalf by the undersigned, thereto duly authorized. 3DX TECHNOLOGIES INC. Date: December 9, 1996 By: /S/ C. EUGENE ENNIS ------------------- C. Eugene Ennis President and Chief Executive Officer INDEX TO EXHIBITS Exhibit NO. DESCRIPTION ------- ----------- 1. Fourth Restated Certificate of Incorporation of the Registrant, incorporated herein by reference to Exhibit 3.1(i)(b) to the Registration Statement. 2. Fifth Restated Certificate of Incorporation of the Registrant, incorporated herein by reference to Exhibit 3.1(i)(c) to the Registration Statement. 3. Sixth Restated Certificate of Incorporation of the Registrant, incorporated herein by reference to Exhibit 3.1(i)(d) to the Registration Statement. 4. Amended and Restated Bylaws of the Registrant, incorporated herein by reference to Exhibit 3.1(ii)(a) to the Registration Statement. 5. Second Amended and Restated Bylaws of the Registrant, incorporated herein by reference to Exhibit 3.1(ii)(b) to the Registration Statement. 6. Form of Specimen Stock Certificate, incorporated herein by reference to Exhibit 4.1 to the Registration Statement. 7. Series C Preferred Stock Purchase Agreement, incorporated herein by reference to Exhibit 10.3 to the Registration Statement. 8. Second Amended and Restated Co-Sale Agreement, incorporated herein by reference to Exhibit 10.4 to the Registration Statement. 9. Stock Purchase and Restriction Agreement, between the Registrant and C. Eugene Ennis, incorporated herein by reference to Exhibit 10.5 to the Registration Statement. 10. Stock Purchase and Restriction Agreement between the Registrant and Peter M. Duncan, incorporated herein by reference to Exhibit 10.6 to the Registration Statement. 11. Stock Purchase and Restriction Agreement between the Registrant and Douglas C. Nester, incorporated herein by reference to Exhibit 10.7 to the Registration Statement. -----END PRIVACY-ENHANCED MESSAGE-----