-----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, PtKF9755wZvGRhMnbmcunhbsWZZAdve012aRCTTlIVUuXD223hIfP/O6zeVnT9Rp XBEBNR5bISgeW9Gho6PjWQ== 0000891618-96-003140.txt : 19961223 0000891618-96-003140.hdr.sgml : 19961223 ACCESSION NUMBER: 0000891618-96-003140 CONFORMED SUBMISSION TYPE: 8-A12G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19961220 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: COULTER PHARMACEUTICALS INC CENTRAL INDEX KEY: 0000942416 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943219075 FILING VALUES: FORM TYPE: 8-A12G SEC ACT: 1934 Act SEC FILE NUMBER: 000-21905 FILM NUMBER: 96684105 BUSINESS ADDRESS: STREET 1: 550 CALIFORNIA AVE STE 200 CITY: PALO ALTO STATE: CA ZIP: 94306 BUSINESS PHONE: 4158427300 MAIL ADDRESS: STREET 1: 550 CALIFORNIA AVE STE 200 CITY: PALO ALTO STATE: CA ZIP: 94306 8-A12G 1 FORM 8-A PURSUANT TO SECTION 12(G) 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 Coulter Pharmaceutical, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 94-3219075 (State of Incorporation or Organization) (I.R.S. Employer Identification no.) 550 California Avenue, Suite 200 Palo Alto, California 94306-1440 (Address of principal executive offices) (zip code) If this Form relates to the registration of a class of debt If this Form relates to the registration of a class of debt securities and is effective upon filing pursuant to securities and is to become effective simultaneously General Instruction A(c)(1) please check the following with the effectiveness of a 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 to Name of Each Exchange on Which be so Registered Each Class is to be Registered N/A N/A Securities to be registered pursuant to Section 12(g) of the Act: Common Stock, par value $0.001 (Title of class) 2 ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. A description of the Common Stock to be registered hereunder is contained in the section entitled "Description of Capital Stock," commencing at page 55 of the Prospectus included in the Registrant's Form S-1 Registration Statement, No. 333-17661 (the "Registration Statement"), filed with the Securities and Exchange Commission (the "Commission") on December 11, 1996 and is incorporated herein by reference. ITEM 2. EXHIBITS.
Exhibit Number Description ------- ----------- 3.1 Amended and Restated Certificate of Incorporation of the Registrant.(1) 3.2 Form of Amendment to Certificate of Incorporation to be filed prior to the offering.(1) 3.3 Form of Amended and Restated Certificate of Incorporation of the Registrant to be effective upon the closing of the offering.(1) 3.4 Bylaws of the Registrant.(1) 3.5 Bylaws of the Registrant to be effective upon the closing of the offering.(1) 4.2 Specimen stock certificate.(2) 4.3 Amended and Restated Investors' Rights Agreement, dated April 18, 1996, between the Registrant and certain investors.(1) 4.4 Warrant Agreement to purchase Common Stock, dated December 6, 1996, between the Registrant and Lease Management Services, Inc.(1)
(1) Filed as an exhibit to the Registration Statement and incorporated herein by reference. (2) To be filed by amendment to the Registration Statement and incorporated herein by reference. 3 SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized. Coulter Pharmaceutical, Inc. Date: December 19, 1996 By: /s/ Michael F. Bigham --------------------------------------- Michael F. Bigham President and Chief Executive Officer (Principal Executive Officer)
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